TENNANT CO 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds   On October 31, 2016, the Board of Directors authorized the repurchase of an additional 1,000,000 shares of our common stock. This is in addition to the 390,396 shares remaining under our prior repurchase program. Share repurchases are made from time to time in the open market or through privately negotiated transactions, primarily to offset the dilutive effect of shares issued through our share-based compensation programs. As of June 30, 2021, our 2021 Credit Agreement restricts the payment of dividends or repurchasing of stock requiring that, after giving effect to such payments, no default exists or would result from such payment. Additionally, cash dividends are restricted to $7.5 million per quarter and approved levels of other restricted payments range from $60.0 million to unlimited based on our net leverage ratio (not taking into account any acquisition holiday) after giving effect to such payment.   For the Quarter Ended   Total Number of Shares     Average Price Paid     Total Number of Shares Purchased as Part of Publicly Announced Plans or     Maximum Number of Shares that May Yet Be Purchased Under the Plans or   June 30, 2021   Purchased (1)     Per Share     Programs     Programs   April 1–30, 2021     18     $ 79.89       —       1,390,396   May 1–31, 2021     3,248     $ 78.91       —       1,390,396   June 1–30, 2021     39     $ 83.75       —       1,390,396   Total     3,305     $ 78.97       —       1,390,396       (1) Includes 3,305 shares delivered or attested to in satisfaction of the exercise price and/or tax withholding obligations by employees who exercised stock options or restricted stock under employee share-based compensation plans.   Item 6. Exhibits   Item #   Description   Method of Filing 3i   Restated Articles of Incorporation   Incorporated by reference to Exhibit 3i to the Company’s report on Form 10-Q for the quarterly period ended June 30, 2006. 3ii   Amended and Restated By-Laws   Incorporated by reference to Exhibit 3iii to the Company’s Form 8-K dated December 14, 2010. 3iii   Articles of Amendment of Restated Articles of Incorporation of Tennant Company   Incorporated by reference to Exhibit 3iii to the Company's report on Form 10-Q for the quarterly period ended March 31, 2018. 4.1   Indenture dated as of April 18, 2017   Incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed April 24, 2017. 10.1   Credit Agreement, dated as of April 5, 2021   Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on April 7, 2021. 10.2   Offer Letter with Fay West commencing April 15, 2021   Filed herewith electronically. 31.1   Rule 13a-14(a)/15d-14(a) Certification of CEO   Filed herewith electronically. 31.2   Rule 13a-14(a)/15d-14(a) Certification of CFO   Filed herewith electronically. 32.1   Section 1350 Certification of CEO   Filed herewith electronically. 32.2   Section 1350 Certification of CFO   Filed herewith electronically. 101   The following financial information from Tennant Company's Quarterly Report on Form 10-Q for the period ended June 30, 2021, formatted in Inline eXtensible Business Reporting Language (iXBRL): (i) Consolidated Statements of Income for the three and six months ended June 30, 2021 and 2020; (ii) Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2021 and 2020; (iii) Consolidated Balance Sheets as of June 30, 2021 and December 31, 2020; (iv) Consolidated Statements of Cash Flows for the six months ended June 30, 2021 and 2020; (v) Consolidated Statements of Equity for the six months ended June 30, 2021 and 2020; and (vi) Notes to the Consolidated Financial Statements.   Filed herewith electronically. 104   Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)   Filed herewith electronically.   24 Table of Contents   SIGNATURES   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.                       TENNANT COMPANY           Date:   August 3, 2021                /s/ David W. Huml                     David W. Huml             President and Chief Executive Officer           Date:   August 3, 2021   /s/ Fay West         Fay West Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)   25