Simulations Plus, Inc. 10-K

ITEM 5 – MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information The Company’s common stock, par value $0.001 per share, has traded on the Nasdaq Global Select Market under the symbol “SLP ” since May 13, 2021, prior to which it traded on the Nasdaq Capital Market under the same symbol. Holders As of October 25, 2021, there were 43 shareholders of record. A substantially greater number of holders of our common stock are “street name” or beneficial holders, whose shares are held by banks, brokers and other financial institutions. Dividends The following dividends were declared by our Board of Directors during the fourth quarter of fiscal year 2021: (in thousands, except dividend per share amounts) Fiscal Year Record Date Distribution Date # of Shares Outstanding on Record Date Dividend per Share Total Amount 2021 7/26/2021 8/02/2021 20,139 $ 0.06 $ 1,208 Although we expect to pay quarterly dividends of $0.06 per share of common stock each quarter, the dividend is subject to declaration by our Board of Directors. There can be no assurances that our Board of Directors will continue the dividend distributions for any specified number of quarters. Refer to Note 8 – Shareholders’ Equity of the Notes to Financial Statements (Part II, Item 8 of this Annual Report on Form 10-K) for further details regarding dividends. 35 Shareholder Return Performance Graph The following graph compares the cumulative total stockholder return on our common stock of a $100 investment from August 31, 2017 through August 31, 2021, assuming reinvestment of dividends, with a similar investment in the Russell 3000 index (the “Russell 3000”) and with the companies listed in the Nasdaq Composite - Total Returns (“IXIC”), and the S&P600 Health Care Equipment & Services Industry Group Index (SP600-3510). The historical information set forth below is not necessarily indicative of future performance. This performance graph shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any of our filings under the Securities Act of 1933, as amended, of the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Recent Sales of Unregistered Securities; Use of Proceeds from Registered Securities On June 1, 2021, we issued an aggregate of 11,540 unregistered shares of our common stock to the former owners of Lixoft pursuant to that Share Purchase and Contribution Agreement, dated March 31, 2020, entered into between the Company and such former owners. The shares had an aggregate value of $666 thousand and were issued as an earnout payment in connection with the satisfaction of certain year-over-year performance thresholds set forth in the Share Purchase and Contribution Agreement. The shares of common stock were issued in a transaction not involving a public offering in reliance upon an exemption from registration provided by Section 4(a)(2) of the Securities Act, and/or Regulation S promulgated thereunder. During the fiscal year ended August 31, 2021, there were no other unregistered sales of our securities that were not reported in a Current Report on Form 8-K or our Quarterly Reports on Form 10-Q. Repurchases There is currently no share repurchase program pending, and the Company has made no repurchases of its securities since fiscal year 2011; however, the Board of Directors may decide to institute such a program in the future. 36 ITEM 6 – [RESERVED]