POOL CORP 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds The table below summarizes the repurchases of our common stock in the second quarter of 2023: Period Total Number of Shares Purchased (1) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plan Maximum Approximate Dollar Value of Shares That May Yet be Purchased Under the Plan (2) April 1-30, 2023 6 $ 351.32 — $ 186,382,518 May 1-31, 2023 — $ — — $ 600,000,000 June 1-30, 2023 — $ — — $ 600,000,000 Total 6 $ 351.32 — (1) These shares may include shares of our common stock surrendered to us by employees in order to satisfy minimum tax withholding obligations in connection with certain exercises of employee stock options or lapses upon vesting of restrictions on previously restricted share awards, and/or to cover the exercise price of such options granted under our share-based compensation plans. There were 6 shares surrendered for this purpose in the second quarter of 2023. (2) In May 2023, our Board authorized an additional $413.6 million under our share repurchase program for the repurchase of shares of our common stock in the open market at prevailing market prices bringing the total authorization available under the program to $600.0 million. As of July 24, 2023, $600.0 million of the authorized amount remained available for use under our current share repurchase program. Our Board may declare future dividends at their discretion, after considering various factors, including our earnings, capital requirements, financial position, contractual restrictions and other relevant business considerations. For a description of restrictions on dividends in our Credit Facility, Term Facility and Receivables Facility, see the “Liquidity and Capital Resources” section of Management’s Discussion and Analysis in Part I, Item 2 of this Form 10-Q. We cannot assure shareholders or potential investors that dividends will be declared or paid any time in the future if our Board determines that there is a better use of our funds. 28 Item 6. Exhibits Exhibits filed as part of this report are listed below. Incorporated by Reference No. Description Filed/ Furnished with this Form 10-Q Form File No. Date Filed 3.1 Restated Certificate of Incorporation of the Company. 10-Q 000-26640 8/9/2006 3.2 Amended and Restated Bylaws of the Company. 8-K 000-26640 2/8/2019 4.1 Form of certificate representing shares of common stock of the Company. 8-K 000-26640 5/19/2006 10.1 Second Amendment to the Second Amended and Restated Credit Agreement, dated June 30, 2023, among Pool Corporation as U.S. Borrower, SCP Distributors Canada Inc. as Canadian Borrower, SCP International, Inc. as Euro Borrower, the Subsidiary Guarantors party thereto, Wells Fargo Bank, National Association, as Administrative Agent, and certain other lenders party thereto. 8-K 000-26640 7/5/2023 10.2 Second Amendment to Credit Agreement, dated June 30, 2023, among Pool Corporation as Borrower, the Guarantors party thereto and Bank of America, N.A. as Lender. 8-K 000-26640 7/5/2023 31.1 Certification by Chief Financial Officer pursuant to Rule 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X 31.2 Certification by Chief Executive Officer pursuant to Rule 13a-14(a) and 15d‑14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X 32.1 Certification by Chief Executive Officer and Chief Financial Officer furnished 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 in Inline XBRL and contained in Exhibit 101) X + Attached as Exhibit 101 to this report are the following items formatted in iXBRL (Inline Extensible Business Reporting Language): 1. Consolidated Statements of Income for the three and six months ended June 30, 2023 and June 30, 2022; 2. Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2023 and June 30, 2022; 3. Consolidated Balance Sheets at June 30, 2023, December 31, 2022 and June 30, 2022; 4. Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and June 30, 2022; 29 5. Consolidated Statements of Changes in Stockholders’ Equity for the three and six months ended June 30, 2023 and June 30, 2022; and 6. Notes to Consolidated Financial Statements. 30 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on July 27, 2023. POOL CORPORATION By: /s/ Melanie Housey Hart Melanie Housey Hart Vice President and Chief Financial Officer, and duly authorized signatory on behalf of the registrant 31