filings.toolsItem 5. Other Information.
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Item 5. Other Information.
Rule 10b5-1 Trading Arrangements
In accordance with the disclosure requirement set forth in Item 408(a) of Regulation S-K, the following table discloses any director or officer (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended) of the Company who adopted any contract, instruction or written plan for the purchase or sale of the Company’s securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a “Rule 10b5-1 trading arrangement”) during quarter ended September 30, 2023. Each of these Rule 10b5-1 trading arrangements was adopted during an open trading window.
| NAME | TITLE | ADOPTION DATE | START DATE | END DATE | NATURE OF TRADING ARRANGEMENT | AGGREGATE NUMBER OF SECURITIES | ARRANGEMENT TYPE |
| H.Eric Bolton, Jr. | CEO and Chairman of the Board of Directors | 9/13/2023 | 1/8/2024 | 4/30/2024 | Sale of shares of common stock | 100% of net shares from vesting of restricted stock awards (gross vesting quantity: 16,416 shares)(1) | 10b5-1 Plan(2) |
| Melanie Carpenter | EVP, Chief Human Resources Officer | 9/13/2023 | 1/8/2024 | 4/30/2024 | Sale of shares of common stock | 100% of net shares from vesting of restricted stock awards (gross vesting quantity: 1,696 shares)(1) | 10b5-1 Plan(2) |
| Robert J. DelPriore | EVP, Chief Administrative Officer and General Counsel | 9/13/2023 | 1/8/2024 | 1/31/2024 | Sale of shares of common stock | Lesser of 5,860 shares or the number of shares necessary to generate gross proceeds of $1,000,000 | 10b5-1 Plan(2) |
| Timothy Argo | EVP, Chief Strategy and Analysis Officer | 9/13/2023 | 1/8/2024 | 4/30/2024 | Sale of shares of common stock | 30% of net shares from vesting of restricted stock awards (gross vesting quantity: 1,136 shares)(1) | 10b5-1 Plan(2) |
(1)
Net shares are net of tax withholding.
(2)
Intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
During quarter ended September 30, 2023, no director or officer of the Company terminated a Rule 10b5-1 trading arrangement.
Non-Rule 10b5-1 Trading Arrangements
During quarter ended September 30, 2023, no director or officer of the Company adopted or terminated any “non-Rule 10b5-1 trading arrangement” as that term is defined in Item 408(a) of Regulation S-K.
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