NRC HEALTH
For the period ended Mar 31, 2026. Filed May 6, 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 6, 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 |
|---|
Our Credit Agreement provides that, in order for us to pay dividends or repurchase our common stock, there must be no default or event of default existing or that would result from such payment and we must show that we would comply with the Credit Agreement’s fixed charge coverage ratio and consolidated cash flow leverage ratio after giving pro forma effect to such payment.
The table below summarizes repurchases of common stock during the three months ended March 31, 2026.
| Period | Total Number of Shares Purchased | Average Price Paid per Share (1) | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2) | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs(2) |
|---|---|---|---|---|
| Jan 1 – Jan 31, 2026 · - · - · - · $ · - | ||||
| Feb 1 – Feb 28, 2026 | - | - | - | - |
| Mar 1 – Mar 31, 2026 | 109,701 | 17.51 | 109,701 | 58,066,938 |
| Total | 109,701 | 109,701 | $58,066,938 | |
| (1) | The average price paid per share excludes excise tax incurred on stock repurchases. For the quarter ended March 31, 2026, excise tax expense totaled $17,624. |
| (2) | In March 2026, our Board of Directors authorized the 2026 Program, which authorizes the repurchase up to $60.0 million of our outstanding common stock through March 31, 2028. During the three months ended March 31, 2026, we repurchased 109,701 shares of our common stock for an aggregate of $1.9 million. |
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