2 unchanged sentences
In May 2021, the Company’s Board of Directors authorized the repurchase of up to $80.0 million of the Company’s outstanding shares through May 31, 2023.
−Removed: This authorization replaced a previous repurchase authorization for approximately $80.0 million that expired in May 2021.
−Removed: In June 2020, we amended our debt agreements primarily to improve future covenant flexibility and such amendments included a prohibition on share repurchases for twelve months starting July 1, 2020 (the “Repurchase Covenant”).
−Removed: The Company temporarily suspended share repurchases for the twelve months starting July 1, 2020 and ending on June 30, 2021 in light of the repurchase covenant.
−Removed: On July 1, 2021, the Repurchase Covenant expired.
Repurchases may be made from time to time through open market, privately-negotiated, structured or derivative transactions (including accelerated share repurchase transactions), or other methods of acquiring shares.
1 unchanged sentence
The Company may, from time to time, enter into Rule 10b5-1 plans to facilitate the repurchase of its shares under this authorization.
−Removed: The Company did not repurchase any shares for both the three months ended September 30, 2022.
−Removed: The remaining amount authorized to be repurchased under the program as of September 30, 2022 was approximately $80.0 million.
−Removed: For certain restricted common shares that vested during the three months ended September 30, 2022, we withheld shares with value equivalent to the employees’ minimum statutory obligation for the applicable income and other employment taxes, and remitted the cash to the appropriate taxing authorities.
−Removed: The total number of shares withheld upon vesting was 37,792 for the three months ended September 30, 2022.
+Added: The Company did not repurchase any shares for the three months ended March 31, 2023.
+Added: The remaining amount authorized to be repurchased under the program as of March 31, 2023 was approximately $80.0 million.
+Added: For certain restricted common shares that vested during the three months ended March 31, 2023, we withheld shares with value equivalent to the employees’ minimum statutory obligation for the applicable income and other employment taxes, and remitted the cash to the appropriate taxing authorities.
+Added: The total number of shares withheld upon vesting was 300,639 for the three months ended March 31, 2023.
The total number of shares withheld was based on the value of the restricted common shares on the vesting date as determined by our closing share price on the day prior to the vesting date.
Exhibit Number Exhibit Descriptions
−Removed: 22.1 List of Subsidiary Issuers and Guarantors of Registered Securities (incorporated by reference to Exhibit 22.1 to the Company’s Quarterly Report on Form 10-K dated February 22,2022).
31.1* Principal Executive Officer Certification Pursuant to Rules 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934, as amended, for Tanger Factory Outlet Centers, Inc.
20 unchanged sentences
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: November 4, 2022
+Added: April 28, 2023
TANGER FACTORY OUTLET CENTERS, INC.
−Removed: /s/ Thomas J.
−Removed: Guerrieri Jr.
−Removed: Guerrieri Jr.
−Removed: Senior Vice President and Chief Accounting Officer (Principal Financial Officer)
+Added: /s/ Michael J.
+Added: Executive Vice President, Chief Financial Officer and Chief Investment Officer (Principal Financial Officer)
TANGER PROPERTIES LIMITED PARTNERSHIP
TANGER FACTORY OUTLET CENTERS, INC., its sole general partner
−Removed: /s/ Thomas J.
−Removed: Guerrieri Jr.
−Removed: Guerrieri Jr.
−Removed: Senior Vice President and Chief Accounting Officer (Principal Financial Officer)
+Added: /s/ Michael J.
+Added: Executive Vice President, Chief Financial Officer and Chief Investment Officer (Principal Financial Officer)
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.