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On February 3, 2021, the Company filed a $150.0 million shelf registration statement and $50.0 million prospectus supplement with the SEC under which it may offer and sell, from time to time, up to $50.0 million worth of its Class A common stock in "at-the-market" offerings.
−Removed: During the three and six months ended December 31, 2021, the Company issued 1.2 million and 9.3 million shares for proceeds of $5.2 million and $38.4 million offset by fees of $0.2 million and $1.2 million, respectively.
−Removed: The following table shows the stock issuance activity for the three months ended December 31, 2021:
−Removed: Period Total Number of Shares Issued (1) Average Price per Share Total Number of Shares Issued As Part of Publicly Announced Plans Gross Proceeds Received in Q2
+Added: During the nine months ended March 31, 2022, the Company issued 9.3 million shares for proceeds of $38.4 million offset by fees of $1.2 million.
+Added: The following table shows the stock issuance activity for the three months ended March 31, 2022:
+Added: Period Total Number of Shares Issued Average Price per Share Total Number of Shares Issued As Part of Publicly Announced Plans Gross Proceeds Received
1/1/22 - 1/31/22 — $ — 9,295,618 $ —
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Total — $ — 9,295,618 $ —
−Removed: _______________________________________________________________________________
−Removed: (1) These shares were issued before September 30, 2021, but settled in the second quarter due to timing.
−Removed: On December 31, 2021, $11.6 million remains under the prospectus supplement, which equates to 6.6 million shares based on the share price as of December 31, 2021.
+Added: On March 31, 2022, $11.6 million remains under the prospectus supplement, which equates to 5.5 million shares based on the share price as of March 31, 2022.
Share Repurchase Program
In May 2000, the Board approved a stock repurchase program with no stated expiration date.
−Removed: Since that time and through December 31, 2021, the Board has authorized $650.0 million to be expended for the repurchase of the Company's stock under this program.
+Added: Since that time and through March 31, 2022, the Board has authorized $650.0 million to be expended for the repurchase of the Company's stock under this program.
All repurchased shares become authorized but unissued shares of the Company.
The Company last purchased shares in fiscal year 2020.
−Removed: As of December 31, 2021, a total accumulated 30.0 million shares have been repurchased for $595.4 million.
−Removed: At December 31, 2021, $54.6 million remains outstanding under the approved stock repurchase program.
+Added: As of March 31, 2022, a total accumulated 30.0 million shares have been repurchased for $595.4 million.
+Added: At March 31, 2022, $54.6 million remains outstanding under the approved stock repurchase program.
The Company does not expect to repurchase shares in fiscal year 2022.
−Removed: Offer letter, between Matthew Doctor and Regis Corporation, dated December 22, 2021.
−Removed: Offer letter, between Jim B.
−Removed: Lain and Regis Corporation, dated December 22, 2021.
+Added: Offer Letter, Non-Compete, Non-Disclosure, Non-Solicitation and Non-Hire Agreement, between Matthew Doctor and Regis Corporation, dated May 4, 2022.
+Added: (Incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on May 5, 2022.)
President and Chief Executive Officer of Regis Corporation:
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Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: Exhibit 101 The following financial information from Regis Corporation's Quarterly Report on Form 10-Q for the quarterly and year-to-date periods ended December 31, 2021, formatted in Inline Xtensible Business Reporting Language (iXBRL) and filed electronically herewith:
+Added: Exhibit 101 The following financial information from Regis Corporation's Quarterly Report on Form 10-Q for the quarterly and year-to-date periods ended March 31, 2022, formatted in Inline Xtensible Business Reporting Language (iXBRL) and filed electronically herewith:
(i) the Condensed Consolidated Balance Sheets;
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and (vi) the Notes to the Condensed Consolidated Financial Statements.
−Removed: Exhibit 104 The cover page from Regis Corporation's Quarterly Report on Form 10-Q for the quarterly and year-to-date periods ended December 31, 2021, formatted in iXBRL (included as Exhibit 101).
+Added: Exhibit 104 The cover page from Regis Corporation's Quarterly Report on Form 10-Q for the quarterly and year-to-date periods ended March 31, 2022, formatted in iXBRL (included as Exhibit 101).
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.
−Removed: February 3, 2022 By:
+Added: May 10, 2022 By:
/s/ Kersten D.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.