Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: The following table summarizes the repurchases of common stock made by the Company during the three months ended July 2, 2022.
−Removed: Period Total number of shares purchased Average price per share Total number of shares purchased as part of publicly announced plan or program (1) Maximum approximate dollar value that may yet be purchased under the plan or program (1)
−Removed: April 3, 2022 - May 7, 2022 — — — $100,000,000
−Removed: May 8, 2022 - June 4, 2022 631,474 $47.44 631,474 $70,044,117
−Removed: June 5, 2022 - July 2, 2022 75,353 $49.85 75,353 $66,287,581
−Removed: Total 706,827 706,827
−Removed: ___________________________
−Removed: (1) On May 10, 2022, our Board of Directors re-authorized management, in its sole discretion, to repurchase, in any fiscal year, up to $100.0 million of our common stock, subject to maintaining compliance with all covenants of our Senior Credit Facilities.
−Removed: Pursuant to this re-authorization, we repurchased approximately 0.7 million shares of our common stock for an aggregate purchase price of $33.7 million during the three months ended July 2, 2022.
−Removed: As of July 2, 2022, the maximum approximate dollar value of our common stock that may be purchased under this authorization during the current fiscal year is $66.3 million.
−Removed: 3.1 Restated Certificate of Incorporation of SPX Corporation, incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed on May 11, 2022 (File no.
−Removed: 3.2 By-laws of SPX Corporation, incorporated by reference to Exhibit 3.2 to our Current Report on Form 8-K filed on May 11, 2022 (File no.
+Added: 2.1 Agreement and Plan of Merger, dated as of August 11, 2022, by and among SPX Corporation, SPX Technologies, Inc.
+Added: and SPX Merger, LLC, incorporated by reference to Exhibit 2.1 to our Current Report on Form 8-K filed on August 15, 2022
+Added: 3.1 Amended and Restated Certificate of Incorporation of SPX Technologies, Inc., dated August 15, 2022, incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed on August 15, 2022
+Added: 3.2 Amended and Restated By-Laws of SPX Technologies, Inc., dated August 15, 2022, incorporated by reference to Exhibit 3.2 to our Current Report on Form 8-K filed on August 15, 2022
+Added: 10.1 Amended and Restated Credit Agreement, dated as of August 12, 2022, by and among SPX Enterprises, LLC, as the U.S.
+Added: Borrower, SPX Corporation, as the Parent, the Foreign Subsidiary Borrowers party thereto, Bank of America, N.A., as the Administrative Agent and the Swingline Lender, Deutsche Bank AG, as the Foreign Trade Facility Agent, and the Issuing Lenders, FCI Issuing Lenders and Lenders party thereto, incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on August 15, 2022
+Added: 10.2 Amendment to Confidentiality Agreement, Employment Agreement and Change of Control Agreement dated October 5, 2022 between Eugene J.
+Added: Lowe III and SPX Technologies, Inc.
+Added: 10.3 Form of Amendment to Confidentiality Agreement, Severance Benefit Agreement and Change of Control Agreement between SPX Enterprises, LLC and certain officers of SPX Technologies, Inc.
+Added: 10.4 Form of Change-in Control Agreement
+Added: 10.5 Form of Confidentiality and Non-Competition Agreement
+Added: 10.6 Form of Officer Severance Benefit Agreement
+Added: 10.7 SPX Supplemental Retirement Savings Plans (as amended and restated effective August 15, 2022), incorporated by reference to Exhibit 10.
+Added: 7 of our Current Report on Form 8-K filed on November 2, 2022
+Added: 10.8 SPX Supplemental Individual Account Retirement Plan (as amended and restated effective August 15, 2022), incorporated by reference to Exhibit 10.
+Added: 8 of our Current Report on Form 8-K filed on November 2, 2022
+Added: 10.9 SPX Supplemental Retirement Plan for Top Management (as amended and restated effective August 15, 2022) , incorporated by reference to Exhibit 10.
+Added: 6 of our Current Report on Form 8-K filed on November 2, 2022
31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
9 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: SPX CORPORATION
−Removed: August 4, 2022 By /s/ Eugene J.
+Added: SPX TECHNOLOGIES, INC.
+Added: November 3, 2022 By /s/ Eugene J.
President and Chief Executive Officer
−Removed: August 4, 2022 By /s/ James E.
−Removed: Vice President, Chief Financial Officer and Treasurer
+Added: November 3, 2022 By /s/ Michael A.
+Added: Interim Chief Financial Officer and Treasurer, Chief Accounting Officer and Vice President, Finance
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.