PDF SOLUTIONS INC 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Repurchase of Shares of Company Equity Securities On April 11, 2022, the Board of Directors adopted a stock repurchase program (the “2022 Program”) to repurchase up to $35.0 million of the Company’s common stock both on the open market and in privately negotiated transactions, including through Rule 10b5-1 plans, from time to time, over the next two years. ​ 42 Table of Contents The table below sets forth the information with respect to purchases made under the 2022 Program by or on behalf of the Company or any “affiliated purchaser” (as the term is defined in Rule 10b-18(a)(3) under the Exchange Act) of our common stock during the three months ended March 31, 2024. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Approximate ​ ​ ​ ​ ​ ​ ​ Total Number Dollar ​ ​ ​ ​ ​ ​ ​ of Shares Value of ​ ​ ​ ​ ​ ​ ​ Purchased Shares that ​ Total ​ ​ ​ ​ as Part of May Yet Be ​ Number of ​ ​ ​ ​ Publicly Purchased ​ Shares ​ Average ​ Announced Under the ​ Purchased ​ Price Paid ​ Programs Programs Period (in thousands) Per Share (in thousands) (in thousands) January 1, 2024 through January 31, 2024 ​ — ​ $ — ​ — $ 17,564 February 1, 2024 through February 29, 2024 ​ — ​ $ — ​ — $ 17,564 March 1, 2024 through March 31, 2024 ​ 202 ​ $ 34.23 ​ — $ 10,665 Total ​ 202 ​ $ — ​ — ​ ​ ​ ​ See Note 5, Stockholders Equity – Stock Repurchase Program , to our unaudited condensed consolidated financial statements in this Quarterly Report on Form 10-Q for more information on the 2022 Program. The 2022 Program expired on April 11, 2024, and on April 15, 2024, the Board of Directors adopted a new program (the “2024 Program”) to repurchase up to $40.0 million of the Company’s common stock both on the open market and in privately negotiated transactions, including through Rule 10b5-1 plans, from time to time, over the next two years. ​ Item 3. Defaults Upon Senior Securities None. ​ Item 4. Mine Safety Disclosures None. ​