Item 5. OTHER INFORMATION
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Item 5. OTHER INFORMATION
Rule 10b5-1 Trading Plans
Securities Trading Plans of Directors and Executive Officers
During the three months ended June 30, 2023, the following executive officers entered into, modified or terminated, contracts, instructions or written plans for the sale of the Company’s securities, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1 of the Exchange Act, referred to as Rule 10b5-1 trading plans.
| Name and Title | Date of Adoption of the Rule 10b5-1 Trading Plan | Scheduled Expiration Date of the Rule 10b5-1 Trading Plan | Total Amount of Securities to Be Sold | Transactions Pursuant to 10b5-1 Trading Plan | Early Termination of the Rule 10b5-1 Trading Plan | ||||||||||||
| Jerry E. Gahlhoff, Jr. Chief Executive Officer and President | June 12, 2023 | August 30, 2024 | 17,000 | Sales to occur on or after September 11, 2023, if certain limit prices are met | If all 17,000 shares of Company common stock are sold prior to the scheduled expiration date, the trading plan will terminate on such earlier date | ||||||||||||
| Kenneth D. Krause Executive Vice President, Chief Financial Officer and Treasurer | March 13, 2023 | February 28, 2024 | 12,000 | Sales occurred on June 12, 2023, once certain limit prices were met | Immediately after sales occurred, the trading plan terminated on June 12, 2023 | ||||||||||||
| Elizabeth B. Chandler Vice President, General Counsel and Corporate Secretary | June 13, 2023 | June 14, 2024 | 10,000 | Sales to occur on or after February 21, 2024, if certain limit prices are met | If all 10,000 shares of Company common stock are sold prior to the scheduled expiration date, the trading plan will terminate on such earlier date |
In addition to the material terms noted in the table, pursuant to each of these trading plans, in accordance with Rule 10b5-1 of the Exchange Act, there is a mandatory waiting period or “cooling-off period” before the transactions contemplated by each trading plan can begin consisting of the later of (i) ninety days after the adoption date of the applicable trading plan or (ii) two business days following the disclosure of the Company’s financial results in a Form 10-Q or Form 10-K for the completed fiscal quarter in which such plan was adopted. In addition, each trading plan disclosed in this Item 5 includes certain representations made by the applicable officer as to (a) the possession of material, non-public information about the Company; (b) the fact that officer is adopting the plan in good faith and will continue to act in good faith with respect to all transactions contemplated by the plan; and (c) the existence of other trading arrangements pursuant to Rule 10b5-1 currently in effect or scheduled to take effect.
ROLLINS, INC. AND SUBSIDIARIES
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