Varex Imaging Corp
For the period ended Sep 27, 2024. Filed Nov 19, 2024.
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FY2024 · Filed Nov 19, 2024
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Item 9B. Other Information
During the three months ended September 27, 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 August 9, 2024, Sunny Sanyal, our President, CEO, and member of our Board of Directors, modified the Rule 10b5-1 trading arrangement headopted on March 5, 2024. As initially adopted, the 10b5-1 trading arrangement (the “10b5-1 Plan”) provided for (i) the sale of shares of Company common stock owned by Mr. Sanyal once per quarter in an amount not to exceed $100,000 in any single quarter, and not to exceed $300,000 in the aggregate during the term of the 10b5-1 Plan, with the aggregate number of shares to be sold during such term not to exceed 23,009 shares; and (ii) the exercise, subject to pricing triggers, of up to 720,585 stock options (which includes options to be withheld by the Company in payment of the exercise prices and applicable taxes), that have vested or may vest to Mr. Sanyal pursuant to previous awards, some of which expire in February 2025. The August 9, 2024 modification removes the sale of shares of Company common stock described above from the 10b5-1 Plan, but continues to include the exercise of 720,585 stock options. Mr. Sanyal does not presently intend to sell the net shares he acquires pursuant to exercise of these options. The 10b5-1 Plan, as modified, is intended to satisfy the affirmative defense of Rule 10b5-1(c).
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