Varex Imaging Corp
For the period ended Jun 28, 2024. Filed Aug 1, 2024.
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Jun 28, 2024 · Filed Aug 1, 2024
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Item 5. Other Information
Insider Trading Arrangements
During the fiscal quarter ended June 28, 2024, none of our directors or officers informed us of theadoption ortermination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408, except as follows:
On May 21, 2024, Kimberley Honeysett, our Chief Legal Officer, modified the Rule 10b5-1 trading arrangement (the “New Trading Arrangement”) sheentered into on December 15, 2023, (the “Prior Trading Arrangement”) to reduce the number of shares to be sold to reflect: (i) net shares that vested on February 15, 2024; (ii) shares sold under the Prior Trading Arrangement prior to May 22, 2024; and (iii) to adjust the price limits for sales of shares. The New Trading Arrangement is intended to satisfy the affirmative defense of Rule 10b5-1(c). The New Trading Arrangement provides for: (i) the exercise, subject to pricing triggers, of up to 13,875 stock options that expire in February 2025, which had vested to Ms. Honeysett prior to adoption of the Prior Trading Arrangement pursuant to previous awards, and the related sale of the net shares acquired upon exercise, after withholding by the Company of shares in payment of the exercise price and applicable taxes; and (ii) the sale of up to 2,578 shares of Company common stock owned by Ms. Honeysett at the time the New Trading Arrangement was adopted. The first date that shares are permitted to be sold under the Modified Trading Arrangement is August 20, 2024, and subsequent sales may occur until the plan’s expiration date, which continues to be February 14, 2025, or earlier if all transactions under the trading arrangement are completed or the trading arrangement is otherwise earlier terminated.
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