1 unchanged sentence
Issuer Purchases of Equity Securities
−Removed: The following chart discloses information regarding the shares of Snap-on’s common stock repurchased by the company during the third quarter of fiscal 2022, all of which were purchased pursuant to the Board’s authorizations that the company has publicly announced.
+Added: The following chart discloses information regarding the shares of Snap-on’s common stock repurchased by the company during the first quarter of fiscal 2023, all of which were purchased pursuant to the Board’s authorizations that the company has publicly announced.
Snap-on has undertaken stock repurchases from time to time to offset dilution related to equity plan issuances or for other corporate purposes, as well as when the company believes market conditions are favorable.
16 unchanged sentences
Not applicable
−Removed: * Subject to further adjustment pursuant to the 1996 Authorization described below, as of October 1, 2022, the approximate value of shares that may yet be
+Added: * Subject to further adjustment pursuant to the 1996 Authorization described below, as of April 1, 2023, the approximate value of shares that may yet be
purchased pursuant to the outstanding Board authorizations discussed below is $345.4 million.
−Removed: • In 1996, the Board authorized the company to repurchase shares of the company’s common stock from time to time in the open market or in privately negotiated transactions (the “1996 Authorization”).
−Removed: The 1996 Authorization allows the repurchase of up to the number of shares issued or delivered from treasury from time to time under the various plans the company has in place that call for the issuance of the company’s common stock.
−Removed: Because the number of shares that are purchased pursuant to the 1996 Authorization will change from time to time as (i) the company issues shares under its various plans;
+Added: • In 1996, the Board authorized the company to repurchase shares of the company’s common stock periodically in the open market or in privately negotiated transactions (the “1996 Authorization”).
+Added: The 1996 Authorization allows the repurchase of up to the number of shares issued or delivered from treasury under the various plans the company has in place that call for the issuance of the company’s common stock.
+Added: Because the number of shares that are purchased pursuant to the 1996 Authorization will change as (i) the company issues shares under its various plans;
and (ii) shares are repurchased pursuant to this authorization, the number of shares authorized to be repurchased will vary from time to time.
4 unchanged sentences
The following chart discloses information regarding transactions in shares of Snap-on’s common stock by Citibank, N.A.
−Removed: (“Citibank”) during the third quarter of 2022 pursuant to a prepaid equity forward agreement (the “Agreement”) with Citibank that is intended to reduce the impact of market risk associated with the stock-based portion of the company’s deferred compensation plans.
+Added: (“Citibank”) during the first quarter of 2023 pursuant to a prepaid equity forward agreement (the “Agreement”) with Citibank that is intended to reduce the impact of market risk associated with the stock-based portion of the company’s deferred compensation plans.
The company’s stock-based deferred compensation liabilities, which are impacted by changes in the company’s stock price, increase as the company’s stock price rises and decrease as the company’s stock price declines.
1 unchanged sentence
The Agreement has no stated expiration date and does not provide for Snap-on to purchase or repurchase its shares.
−Removed: Citibank Purchases (Sales) of Snap-on Stock
+Added: Citibank Purchases of Snap-on Stock
Period Shares
−Removed: purchased (sold) Average
+Added: purchased Average
01/01/2023 to 01/28/2023 — —
2 unchanged sentences
Total/Average 3,300 $251.12
−Removed: Amendment No.
−Removed: 1, dated as of September 15, 2022, by and among Snap-on Incorporated, the lenders party thereto and JPMorgan Chase Bank, N.A., in its capacity as administrative agent for the lenders, to Third Amended and Restated Five Year Credit Agreement, dated as of September 16, 2019, by and among Snap-on Incorporated and the lenders and agents listed on the signature pages thereof, and JPMorgan Chase Bank, N.A., Citibank N.A.
−Removed: Bank National Association as joint lead arrangers and joint bookrunners (reflects non-material changes finalized in the quarter ended October 1, 2022)
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
13 unchanged sentences
SNAP-ON INCORPORATED
−Removed: October 20, 2022
+Added: April 20, 2023
Pagliari, Principal Financial Officer,
2 unchanged sentences
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.