Innovex International, Inc.
For the period ended Mar 31, 2026. Filed May 5, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 5, 2026
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Unregistered Sales of Equity Securities and Use of Proceeds
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Issuer Purchases of Equity Securities
On February 25, 2025, our Board of Directors approved a share repurchase program (the “Share Repurchase Program”) that authorizes repurchases of up to an aggregate of $100 million of shares of common stock of the Company with no specified expiration date. The remaining maximum dollar value of shares that may yet be purchased under the Share Repurchase Program is approximately $76.6 million as of March 31, 2026.
We may repurchase shares from time to time in open market transactions, privately negotiated transactions, pursuant to accelerated share repurchase programs or otherwise in accordance with applicable federal securities laws. The timing and amount of the repurchases will be determined by management based on its evaluation of market conditions, share price, and other factors. For the three months ended March 31, 2026, we repurchased shares under our Share Repurchase Program in connection with the sale of common stock of the Company by certain affiliates of Amberjack Capital Partners, L.P., which closed on February 27, 2026.
| Total Number of Shares Purchased (1) | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) | Maximum Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs (in millions) (3) | |
|---|---|---|---|---|
| January 1 - 31, 2026 | — | $— | — | $90.70 |
| February 1 - 28, 2026 | 606,258 | 24.47 | 575,000 | 76.58 |
| March 1 - 31, 2026 | — | — | — | 76.58 |
| 606,258 | $24.47 | 575,000 |
(1) Includes the following transactions during the three months ended March 31, 2026: (i) the surrender of 31,258 shares of common stock to the Company to satisfy tax withholding obligations in connection with the vesting of restricted stock issued to employees and (ii) the repurchase of 575,000 shares of common stock under the Share Repurchase Program.
(2) The difference between the total number of shares purchased and the total number of shares purchased as part of publicly announced plans or programs represents shares deemed surrendered to the Company to satisfy certain employee elections under our compensation and benefit programs. For the three months ended March 31, 2026, there were 31,258 shares withheld by the Company.
(3) Includes approximate dollar value of shares that were available to be purchased under the publicly announced plans or programs that were in effect as of March 31, 2026.
The Share Repurchase Program may be suspended or discontinued at any time.
During the period covered by this Quarterly Report, we did not sell any shares of common stock that were not registered under the Securities Act.
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