Everpure, Inc.
For the period ended Feb 2, 2025. Filed Mar 27, 2025.
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FY2025 · Filed Mar 27, 2025
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Item 9B. Other Information
Securities Trading Plans of Directors and Executive Officers
On January 7, 2025, John Colgrove, our Chief Visionary Officer and a member of our Board of Directors, adopted a Rule 10b5-1 trading plan on behalf of the Colgrove Family Charitable Remainder Trust and the Colgrove Family Living Trust, that is intended to satisfy the affirmative defense of Rule 10b5-1(c). The plan provides for the sale by The Colgrove Family Charitable Remainder Trust of up to 800,000 shares of our common stock on specified dates until the earlier of December 31, 2025, or when all the shares under Mr. Colgrove’s plan are sold. The plan provides for the sale by the Colgrove Family Living Trust of up to the greater of 200,000 shares of our common stock or the number of shares necessary to generate gross proceeds of $3,500,000 on specified dates until the earlier of December 31, 2025, or when the gross proceeds from all sales by the Colgrove Family Living Trust equal $3,500,000. The number of shares to be sold by the Colgrove Living Trust is not currently determinable because the number will vary based on the market price of our common stock at the time of settlement.
On January 16, 2025, Dan FitzSimons, our Chief Revenue Officer, adopted a Rule 10b5-1 trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(c), which provides for the sale of up to 67,129 shares of our common stock on specified dates until the earlier of April 16, 2026, or when all the shares under Mr. FitzSimon’s plan are sold. The actual number of shares subject to the trading arrangement under the Rule 10b5-1 trading plan may be lower due to our withholding of certain shares to satisfy income tax withholding and remittance obligations in connection with the vesting and net settlement of restricted stock units.
During the fourth quarter of fiscal 2025, other than Messrs. Colgrove and FitzSimons, none of our directors or executive officers, as defined in Rule 16a-1(f), adopted, modified orterminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” each as defined in Regulation S-K Item 408.
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