Item 2. Unregistered Sales of Equity Securities
Item 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Issuer Purchases of Equity Securities
In September 2020, the Company’s board of directors authorized the repurchase of up to $100 million of its common stock, pursuant to a repurchase plan under Rule 10b5-1 of the Securities Act. The share repurchase
program commenced on September 14, 2020, and all shares repurchased under this program prior to January 30, 2022, were retired prior to that date. The following table presents information on our common stock repurchase activity for the third fiscal
quarter of 2022.
Total Number of
Shares Purchased
(in millions)
Average Price
Paid
Per share
Total Number of Shares
Purchased as Part of
Publicly Announced
Program (in millions)
Dollar Value of
Shares That May
Yet Be Purchased
(in millions)
Period
May 2, 2022 – May 29, 2022
0.0
$
0.00
0.0
$
31.7
May 30, 2022 – June 26, 2022
0.0
$
0.00
0.0
$
31.7
June 27, 2022 – July 31, 2022
0.0
$
0.00
0.0
$
31.7
Total
0.0
0.0
Certain of our debt agreements and lease arrangements include limitations on the amounts of dividends we may pay. Please refer to Notes 5 and 7 of the condensed consolidated financial statements for information on
these limitations.
37
Table of Contents
Item 6.
EXHIBITS
Incorporated by Reference
Exhibit
Number
Description
Form
File
Number
Exhibit
Filing
Date
Filed or
Furnished
Herewith
31.1
Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a)
of the Exchange Act, as adopted pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002.
X
31.2
Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a)
of the Exchange Act, as adopted pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002.
X
32.1
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
X
32.2
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
X
101.INS
Inline XBRL Instance Document (the instance document does not appear in the
Interactive Data File because its XBRL tags are embedded within the Inline
XBRL document)
X
101.SCH
Inline XBRL Taxonomy Extension Schema Document
X
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
X
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
X
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
X
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
X
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
X
38
Table of Contents
SIGNATURES
Pursuant to the requirements of the Exchange Act, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Photronics, Inc.
(Registrant)
By:
/s/ JOHN P. JORDAN
By:
/s/ ERIC RIVERA
JOHN P. JORDAN
ERIC RIVERA
Executive Vice President,
Vice President,
Chief Financial Officer
Corporate Controller
(Principal Financial Officer)
(Principal Accounting Officer)
Date: September 7, 2022
Date: September 7, 2022
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.