ONTO INNOVATION INC. 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds I n November 2020, the Onto Innovation Board of Directors approved a share repurchase authorization, which allows the Company to repurchase up to $100 million worth of shares of its common stock. During the three and nine months ended October 1, 2022, we repurchased 0.2 million shares of common stock under this repurchase authorization and those shares were subsequently retired. At October 1, 2022, there was $88.5 million available for future share repurchases under this share repurchase authorization . For further information, see Note 16, “Share Repurchase Authorization” of the Notes to the Condensed Consolidated Financial Statements. In addition to our share repurchase program, we withhold common stock shares associated with net share settlements to cover tax withholding obligations upon the vesting of restricted stock unit awards and stock option exercises under the Company’s equity incentive program. During the three and nine months ended October 1, 2022, we withheld 3 thousand and 103 thousand shares through net share settlements. For the three and nine month periods ended October 1, 2022, net share settlements cost $0.2 million and $8.6 million, respectively. Please refer to Note 10, “Share-Based Compensation,” of the Notes to the Condensed Consolidated Financial Statements for further discussion regarding our equity incentive plan. The following table provides details of common stock purchased during the three months ended October 1, 2022 (in thousands, except per share data): Period Total Number of Shares Purchased (1) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Program Maximum Approximate Dollar Value of Shares that May Yet be Purchased Under the Program July 3, 2022 - August 1, 2022 — $ — — $ 100,000 August 2, 2022 - September 1, 2022 2 $ 74.77 — $ 100,000 September 2, 2022 - October 1, 2022 173 $ 67.13 172 $ 88,465 Three months ended October 1, 2022 175 $ 67.20 172 1 Includes shares withheld through net share settlements. 41 Table of Contents Item 3. Defaults Upon Senior Securities None. Item 4. Mine Safety Disclosures None.