Nextracker Inc
For the period ended Sep 27, 2024. Filed Nov 1, 2024.
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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.
Sep 27, 2024 · Filed Nov 1, 2024
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Item 5. Other Information
Rule 10b5-1 and Non-Rule 10b5-1 Trading Arrangements
During the three-month period ended September 27, 2024, certain of our officers or directors listed below adopted orterminated trading arrangements for the purchase or sale of shares of our Class A common stock in amounts and prices determined in accordance with a formula set forth in each such plan:
| Name and Title | Action | Date | Rule 10b5-1(1) | Non- Rule 10b5-1(2) | Aggregate Number of Securities/Total Dollar Value to be Purchased | Aggregate Number of Securities/Total Dollar Value to be Sold | Expiration |
|---|---|---|---|---|---|---|---|
| Dave Bennett, CAO | Adoption | September 12, 2024 | X | Up to 19,602 shares(3) | December 31, 2025 | ||
| Bruce Ledesma, President – Strategy & Administration | Adoption | September 10, 2024 | X | Up to 323,497 shares(4) | March 16, 2027 | ||
| Léah Schlesinger, General Counsel | Adoption | September 12, 2024 | X | Up to 77,197 shares(5) | March 16, 2027 |
|---|---|---|---|---|---|
| Howard Wenger, President | Adoption | September 10, 2024 | X | Up to 33,971 shares(3) | December 31, 2025 |
(1)Intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
(2)Not intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
(3)Subject to minimum selling price thresholds established by the individual.
(4)Includes (i) the sale of up to 21,293 shares of our Class A common stock currently held outright and (ii) the sale of up to 302,204 shares of our Class A common stock resulting from option exercises (subject to vesting), which may commence in 2026, both of which as provided in the trading plan. In addition, the trading plan also provides for the sale of additional shares of our Class A common stock, representing specified percentages of the net number of shares of our Class A common stock received upon the vesting, if any, upon satisfaction of applicable service based and/or performance based vesting criteria, of restricted stock units and performance stock units in 2025 and 2026, after giving effect to tax withholdings. The foregoing sales of Class A common stock are subject to minimum selling price thresholds established by the individual.
(5)Includes (i) the sale of up to 3,629 shares of our Class A common stock currently held outright and (ii) the sale of up to 73,568 shares of our Class A common stock resulting from option exercises (subject to vesting) which may commence in 2026, both of which as provided in the trading plan. In addition, the trading plan also provides for the sale of additional shares of our Class A common stock, representing 30% of the net number of shares of our Class A common stock received upon the vesting, if any, upon satisfaction of applicable service based and/or performance based vesting criteria, of restricted stock units and performance stock units in 2025 and 2026, after giving effect to tax withholdings. The foregoing sales of Class A common stock are subject to minimum selling price thresholds established by the individual.
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