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Insider Trading Arrangements - shares
 3 Months Ended
Sep. 30, 2024
Jan. 21, 2016
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement

During the quarter ending September 30, 2024, each of the following directors and Section 16 officers adopted a Rule 10b5-1 Trading Arrangement (as defined in Item 408(a) of Regulation S-K) to sell common shares:

 

Name

Title

Adoption Date

Expiration Date (1)

Shares Vesting and Subject to Sell-To-Cover (2)

Other Shares Being Sold (Subject to Certain Conditions)

R. Dirk Allison

Chief Executive Officer and Chairman of the Board

August 26, 2024

August 26, 2025

n/a

87,500(3)

 

(1) Each plan will expire on the date represented in the table or upon the earlier completion of all transactions contemplated by the arrangement.

(2) This column indicates the total number of shares vesting in connection with equity awards, not the number of shares to be sold. The actual number of shares to be sold will be a smaller number based on whatever is required to satisfy payment of applicable withholding taxes under sell-to-cover arrangements.

(3) Mr. Allison became CEO of the Company in early 2016 and, in connection with that appointment, received a grant of options with respect to 150,000 shares on January 21, 2016, of which 87,500 remain outstanding and unexercised. Those options have a ten-year term and are thus forfeited if not exercised by early 2026. Mr. Allison has established this plan in order to effectuate an orderly process for exercising and selling before the date of forfeiture.

Each trading arrangement noted above is intended to satisfy the affirmative defense in Rule 10b5-1(c). No other director or Section 16 officer adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements, as such terms are defined in Item 408(a) of Regulation S-K, during the quarter ending September 30, 2024.

 
R. Dirk Allison    
Trading Arrangements, by Individual    
Name R. Dirk Allison  
Title Chief Executive Officer and Chairman of the Board  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date August 26, 2024  
Expiration Date August 26, 2025  
Aggregate Available 87,500  
Other Director and Officer    
Trading Arrangements, by Individual    
Rule 10b5-1 Arrangement Adopted false  
Non-Rule 10b5-1 Arrangement Adopted false  
Rule 10b5-1 Arrangement Terminated false  
Non-Rule 10b5-1 Arrangement Terminated false  
Stock Option Grant [Member] | R. Dirk Allison    
Trading Arrangements, by Individual    
Arrangement Duration 10 years  
Aggregate Available   150,000