filings.toolsItem 5. Other Information
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Item 5. Other Information
Insider Trading Arrangements
During the fiscal quarter ended June 30, 2023, our directors and officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated the contracts, instructions or written plans for the purchase or sale of our securities set forth in the table below.
| Type of Trading Arrangement | ||||||||||||||||||||||||||||||||
| Name and Position | Action | Adoption/ Termination Date | Rule 10b5-1* | Total Shares of Common Stock to be Sold | Expiration Date | |||||||||||||||||||||||||||
| Neil Zaman, SVP and Chief Revenue Officer | Adoption | 5/2/2023 | X | Up to 61,227(1) | 4/30/2024 | |||||||||||||||||||||||||||
| Mark Adams, Director | Adoption | 5/9/2023 | X | Up to 3,250 | 12/31/2023 | |||||||||||||||||||||||||||
| Anirudh Devgan, President and Chief Executive Officer | Adoption | 6/14/2023 | X | Up to 109,381(2) | 5/30/2024 | |||||||||||||||||||||||||||
| * Contract, instruction or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. |
(1) Includes up to 54,170 shares subject to Performance Stock Awards previously granted to Mr. Zaman that may vest and be released to Mr. Zaman on or prior to April 30, 2024 upon the satisfaction of the applicable total shareholder return hurdles and relative total shareholder return threshold (the “Zaman PSA Shares”). The actual number of Zaman PSA Shares that will vest is not yet determinable. In addition, the actual number of Zaman PSA Shares that will be released to Mr. Zaman and sold under the Rule 10b5-1 trading arrangement will be net of the number of shares withheld to satisfy tax withholding obligations arising from the vesting of the Zaman PSA Shares and is not yet determinable.
(2) Includes up to 109,381 shares subject to Performance Stock Awards previously granted to Dr. Devgan that may vest and be released to Dr. Devgan during the period from August 25, 2023 to March 15, 2024 upon the satisfaction of the applicable total shareholder return hurdles and relative total shareholder return threshold (the “Devgan PSA Shares”). The actual number of Devgan PSA Shares that will vest is not yet determinable. In addition, the actual number of Devgan PSA Shares that will be released to Dr. Devgan and sold under the Rule 10b5-1 trading arrangement will be net of the number of shares withheld to satisfy tax withholding obligations arising from the vesting of the Devgan PSA Shares and is not yet determinable.
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