MAGNITE INC
For the period ended Sep 30, 2024. Filed Nov 7, 2024.
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Sep 30, 2024 · Filed Nov 7, 2024
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Unregistered Sales of Equity Securities and Use of Proceeds
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
(a) Recent Sales of Unregistered Securities
None (except as previously disclosed).
(b) Use of Proceeds
Not Applicable.
(c) Purchases of Equity Securities by the Company and Affiliated Purchasers
Common stock repurchases during the quarter ended September 30, 2024 were as follows (in thousands, except per share amounts):
| Period · Total Number of Shares Purchased · Average Price per Share · Total number of shares purchased as part of a Publicly Announced Program · Maximum Approximate Dollar Value that May Yet be Purchased Under the Program | |||||
|---|---|---|---|---|---|
| Equity withholding(1) | 1 | $14.41 | — | $— | |
| Repurchase program(2) | — | $— | — | $125,000 | |
| Equity withholding(1) | 344 | $12.51 | — | $— | |
| Repurchase program(2) | 230 | $12.55 | 230 | $122,113 | |
| Equity withholding(1) | 44 | $13.79 | — | $— | |
| Repurchase program(2) | 468 | $13.08 | 468 | $115,994 | |
| 1,087 | 698 | ||||
(1) Upon vesting of most restricted stock units or stock awards, we are required to deposit minimum statutory employee withholding taxes on behalf of the holders of the vested awards. As reimbursement for these tax deposits, we have the option to withhold from shares otherwise issuable upon vesting a portion of those shares with a fair market value equal to the amount of the deposits we paid. Withholding of shares in this manner is accounted for as a repurchase of common stock.
(2)On February 1, 2024, our Board of Directors approved a share repurchase program (the "February 2024 Repurchase Plan") under which the Company is authorized to repurchase common stock or Convertible Senior Notes, with an aggregate market value of up to $125.0 million, through February 1, 2026. Shares repurchased under the Program in the quarter ended September 30, 2024 have been subsequently retired, which was recorded as a reduction in additional paid in capital. The average price paid per share purchased under the Program includes broker commission costs. As of September 30, 2024, $116.0 million remains available under the February 2024 Repurchase Plan.
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