spb/uqo-research-db

1accession_number,section_name,item_number,word_count,text_preview20001193125-18-307664,legal_proceedings,P2_1,22,"Proceedings34See note 7 to the accompanying condensed consolidated financial statements in Item 1 for information regarding legal proceedings involving the5Company."60000950123-10-073820,controls_and_procedures,P1_4,125,"AND PROCEDURES78An evaluation was performed under the supervision and with the9participation of the Company’s management, including the10Company’s Chief Executive Officer and Chief Financial11Officer, of the effectiveness of the design and operation of the12Company’s disclosure controls and procedures (as defined in13Exchange Act1415Rules 13a-15(e)1617and181915d-15(e))2021as of June 30, 2010. Based upon that evaluation, the Chief22Executive Officer and Chief Financial Officer concluded that the23Company’s disclosure controls and procedures were24effective. There were not any significant changes in the25Company’s internal control over financial reporting that26occurred during the last fiscal quarter that have materially27affected, or are reasonably likely to materially affect, the28Company’s internal control over financial reporting.2930623132Table of Contents3334PART II:35OTHER INFORMATION"360001171843-15-000584,risk_factors,P2_1A,52,"FACTORS3738The most significant risk factors applicable to the Company are described in Part I, Item 1A “Risk Factors” of our Annual Report on Form 10-K for the year ended September 30, 2014. There have been no material changes from the risk factors previously disclosed in our Annual Report on Form 10-K."390001014739-20-000024,full_body,N/A,502,"Document4041UNITED STATES42SECURITIES AND EXCHANGE COMMISSION43Washington, D.C. 205494445FORM 8-K4647CURRENT REPORT48Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 19344950Date of Report (Date of earliest event reported)51August 4, 20205253OPTION CARE HEALTH, INC.54(Exact name of registrant as specified in its charter)55Delaware 001-11993 05-048966456(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number)57583000 Lakeside Dr. Suite 300N, Bannockburn, IL 6001559(Address of principal executive offices)6061(312) 940-244362(Registrant's telephone number, including area code)6364Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:65☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)66☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)67☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))68☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))6970Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).7172Emerging growth company73☐7475If an emerging growth company, indicate by ch"760001193125-15-067671,properties,2,136,"The following table provides information as to our principal facilities:7778Location Operating Segment MajorActivity+ ApproximateSquare Feet ofFloor Space79Properties Owned:80North Reading, Massachusetts Semiconductor Test, System Test 1-2-3-4-5 422,00081Agoura Hills, California Semiconductor Test 3-4 120,00082Kumamoto, Japan Semiconductor Test 2-3-4-5 79,00083621,00084Properties Leased:85Cebu, Philippines Semiconductor Test 1-5 135,00086San Jose, California Semiconductor Test 2-3-4-5 128,00087Buffalo Grove, Illinois Semiconductor Test 2-3-4-5 95,00088Sunnyvale, California Wireless Test 2-3-4-5 75,00089Shanghai, China Semiconductor Test, System Test & Wireless Test 3-4-5 68,00090Heredia, Costa Rica Semiconductor Test 1-5 49,00091Hsinchu, Taiwan Semiconductor Test & System Test 4 43,00092Seoul, Korea Semiconductor Test 4 28,00093Singapore, Singapore Semiconductor Test 1-3-4 23,00094644,0009596+ Major activities have been separated into the following categories: 1. Corporate Administration, 2. Manufacturing, 3. Engineering, 4. Sales and Marketing, 5. Storage97and Distribution."980000733269-22-000013,controls_and_procedures,P1_4,196,"and Procedures99100(a) Evaluation of Disclosure Controls and Procedures.101102Our management, with the participation of our Chief Executive Officer (our principal executive officer) and our President, Chief Financial Officer and Executive Managing Director of International (our principal financial and accounting officer), evaluated the effectiveness of our disclosure controls and procedures (as defined under Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended). Based on this evaluation, our principal executive officer and our principal financial and accounting officer concluded that as of December 31, 2021, our disclosure controls and procedures were effective.103104(b) Changes in Internal Control over Financial Reporting.105106There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the fiscal quarter ended December 31, 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. We continue to monitor the impact of the COVID-19 pandemic and, despite many of our employees working remotely, we have not experienced any changes that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.10743108PART II. OTHER INFORMATION"1090001104659-10-057292,md_and_a,P1_2,14625,"DISCUSSION AND ANALYSIS OF FINANCIAL110CONDITION AND RESULTS OF OPERATIONS111112This113report contains forward-looking statements made pursuant to the safe harbor114provisions of the Private Securities Litigation Reform Act of 1995. Such115forward-looking statements use words such as “anticipate,” “estimate,” “expect,”116“project,” “intend,” “plan,” “believe,” and other words and terms of similar117meaning in connection with a discussion of potential future events,118circumstances or future operating or financial performance. These forward-looking statements are based on119management’s current expectations and observations. Included among the120factors that, in our view, could cause actual results to differ materially from121the forward looking statements contained in this report are the following: (i) changes122in demand or rates in the drybulk shipping industry; (ii) changes in the123supply of or demand for drybulk products, generally or in particular regions; (iii) changes124in the supply of drybulk carriers including newbuilding of vessels or lower125than anticipated scrapping of older vessels; (iv) changes in rules and126regulations applicable to the cargo industry, including, without limitation,127legislation adopted by international organizations or by individual countries128and actions taken by regulatory authorities; (v) increases in costs and129expenses including but not limited to: crew wages, insurance, provisions,130repairs, maintenance and general and administrative expenses; (vi) the131adequacy of our in"1320000028823-24-000112,full_body,N/A,507,"dbd-202411071330000028823134False13500000288231362024-11-071372024-11-07138UNITED STATES139SECURITIES AND EXCHANGE COMMISSION140WASHINGTON, D.C. 20549141FORM1428-K143144CURRENT REPORT145Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934146Date of Report (Date of Earliest Event Reported):14714811/7/2024149Diebold Nixdorf, Incorporated150151(Exact name of registrant as specified in its charter)152_________________________________________________153Delaware 1-4879 34-0183970154(State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)155350 Orchard Avenue NE156North Canton, Ohio 44720157(Address of principal executive offices) (Zip Code)158Registrant's telephone number, including area code: (159330160)161490-4000162163Not Applicable164165Former name or former address, if changed since last report166Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:167☐168Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)169☐170Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)171☐172Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))173☐174Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))175Securities registered pursuant to Section 12(b) of the Act:176Title of each class Trading Symbol Name of each exchange on which registere"1770001095073-12-000057,quantitative_disclosures,P1_3,24,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK178179Market Risk Instruments.180See “Liquidity and Capital Resources - Market Sensitive Instruments” in PART I – ITEM 2."1810001018963-19-000002,full_body,N/A,393,"Document182183UNITED STATES184SECURITIES AND EXCHANGE COMMISSION185Washington, DC 20549186FORM 8-K187CURRENT REPORT188189Pursuant to Section 13 or 15(d) of the190Securities Exchange Act of 1934191Date of Report (Date of earliest event reported)192January 11, 2019 (January 8, 2019)193Allegheny Technologies Incorporated194(Exact name of registrant as specified in its charter)195Delaware 1-12001 25-1792394196(State of incorporation) (Commission File Number) (IRS Employer Identification Number)1971000 Six PPG Place198Pittsburgh, Pennsylvania 15222-5479199(Address of principal executive offices)200(412) 394-2800201(Registrant's telephone number, including area code)202N/A203(Former name or address, if changed since last report).204Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:205☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)206☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)207☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act208(17 CFR 240.14d-2(b))209☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act210(17 CFR 240.13e-4(c))211Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)212Emerging grow"2130001193125-11-042247,md_and_a,7,15418,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND214RESULTS OF OPERATIONS215216The following discussion and analysis provides information that management217believes is relevant to an assessment and understanding of our consolidated financial condition as of December 26, 2010, and results of operations for the three years ended December 26, 2010. This item should be read in conjunction with218our Consolidated Financial Statements and the related Notes included in this Annual Report.219220EXECUTIVE OVERVIEW221222We are a diversified media company that currently includes newspapers, digital businesses, investments in paper mills and other223investments. We classify our businesses based on our operating strategies into two reportable segments, the News Media Group and the About Group.224225The News Media Group consists of the following divisions:226227— The New York Times Media Group, which includes The Times, the IHT, NYTimes.com and related businesses;228229— the New England Media Group, which includes the Globe, Boston.com, the T&G, Telegram.com and related businesses; and230231— the Regional Media Group, which includes 14 daily newspapers in Alabama, California, Florida, Louisiana, North Carolina and South Carolina, their Web232sites, other print publications and related businesses.233234The About Group consists of About.com,235ConsumerSearch.com, UCompareHealthCare.com and CalorieCount.com and related businesses.236237Our revenues were $2.4 billion in2382010. The percentage of revenues contributed by division is below.239240Ne"2410001437749-20-014922,quantitative_disclosures,P1_3,49,"and Qualitative Disclosures About Market Risk242.243244The Company’s market risk exposure at May 31, 2020 is consistent with, and not greater than, the types of market risk and amount of exposures presented in the Annual Report on Form 10-K for the fiscal year ended March 1, 2020.24524625"2470000945394-20-000014,financial_statements,P1_1,11399,"Statements248SERVICE PROPERTIES TRUST249CONDENSED CONSOLIDATED BALANCE SHEETS250(Unaudited)251(dollars in thousands, except share data)252March 31, December 31,2532020 2019254ASSETS255Real estate properties:256Land $ 2,068,645 $ 2,066,602257Buildings, improvements and equipment 9,376,243 9,318,434258Total real estate properties, gross 11,444,888 11,385,036259Accumulated depreciation (3,210,219 ) (3,120,761 )260Total real estate properties, net 8,234,669 8,264,275261Acquired real estate leases and other intangibles 364,397 378,218262Assets held for sale 56,688 87,493263Cash and cash equivalents 55,218 27,633264Restricted cash 44,537 53,626265Due from related persons 65,109 68,653266Other assets, net 176,005 154,069267Total assets $ 8,996,623 $ 9,033,967268LIABILITIES AND SHAREHOLDERS’ EQUITY269Unsecured revolving credit facility $ 457,000 $ 377,000270Unsecured term loan, net 398,038 397,889271Senior unsecured notes, net 5,290,396 5,287,658272Security deposits 47,094 109,403273Accounts payable and other liabilities 402,736 335,696274Due to related persons 17,447 20,443275Dividend payable 1,646 —276Total liabilities 6,614,357 6,528,089277Commitments and contingencies278Shareholders’ equity:279Common shares of beneficial interest, $.01 par value; 200,000,000 shares authorized; 164,566,397 and 164,563,034 shares issued and outstanding, respectively 1,646 1,646280Additional paid in capital 4,548,076 4,547,529281Cumulative net income available for common shareholders 3,457,995 3,491,645282Cumulative common distributions (5,625,451 ) (5,534,942 )283Total"2840001193125-12-208076,controls_and_procedures,P1_4,163,"and Procedures285286As indicated in the287certifications in Exhibit 31 of this report, the Corporation’s chief executive officer, principal financial officer and principal accounting officer have evaluated the Corporation’s disclosure controls and procedures as of March 31,2882012. Based on that evaluation, these officers have concluded that the Corporation’s disclosure controls and procedures are effective in ensuring that information required to be disclosed by the Corporation in the reports that it files or289submits under the Securities Exchange Act of 1934, as amended, is accumulated and communicated to them in a manner that allows for timely decisions regarding required disclosures and are effective in ensuring that such information is recorded,290processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. There were no changes during the Corporation’s last fiscal quarter that materially affected, or are291reasonably likely to materially affect, the Corporation’s internal control over financial reporting.292293-23-294295Table of Contents296297PART II. OTHER INFORMATION"2980001056903-15-000021,legal_proceedings,P2_1,75,"Proceedings299300Registrant is subject to ordinary routine litigation incidental to its business. Other than those disclosed in this Form 10-Q and in Registrant’s Form 10-K for the year ended December 31,3012014302, no other legal proceedings are pending, which are believed to be material. Management believes that rate recovery, proper insurance coverage and reserves are in place to insure against property, general liability and workers’ compensation claims incurred in the ordinary course of business."3030001018840-22-000011,selected_financial_data,6,5414,"Abercrombie & Fitch Co. 27 2021 Form 10-K304Table of Contents305Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations306The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) generally discusses our results of operations for Fiscal 2021 and Fiscal 2020 and provides comparisons between such fiscal years. For our discussion and comparison of Fiscal 2020 and Fiscal 2019, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended January 30, 2021. This MD&A should be read together with the Company’s audited Consolidated Financial Statements and notes thereto included in this Annual Report on Form 10-K in307“308ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA309,310” to which all references to Notes in MD&A are made.311INTRODUCTION312MD&A is provided as a supplement to the accompanying Consolidated Financial Statements and notes thereto to help provide an understanding of the Company’s results of operations, financial condition, and liquidity. MD&A is organized as follows:313•314Overview315. A general description of the Company’s business and certain segment information, and an overview of key performance indicators reviewed by various members of management to gauge the Company’s results.316•317Current Trends and Outlook318. A discussion of the Company’s long-term plans for growth. In addition, this secti"3190000708955-23-000031,controls_and_procedures,P1_4,305,"AND PROCEDURES320Disclosure Controls and Procedures321Management is responsible for establishing and maintaining effective disclosure controls and procedures, as defined under322Rule 13a-15 of the Securities Exchange Act of 1934, that are designed to cause the material information required to be disclosed by First Financial in the reports it files or submits under the Securities Exchange Act of 1934 to be recorded, processed, summarized, and reported to the extent applicable within the time periods required by the Securities and Exchange Commission’s rules and forms. In designing and evaluating the disclosure controls and procedures, management recognized that a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.323As of the end of the period covered by this report, First Financial performed an evaluation under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Rule 13a-15 of the Securities Exchange Act of 1934. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer c"3240001558370-24-002688,legal_proceedings,3,81,"Proceeding325s326​327The Company and its subsidiaries have, from time to time, collection suits and other actions that arise in the ordinary course of business against its borrowers and are defendants in legal actions arising from normal business activities. Management, after consultation with legal counsel, believes that the ultimate liabilities, if any, resulting from these actions will not have a material adverse effect on the financial position of the Bank or on the consolidated financial position of the Company.328​"3290001570585-24-000237,md_and_a,P1_2,13940,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS330The following discussion and analysis, which should be read in conjunction with our consolidated financial statements and the discussion and analysis included in our 10-K, is intended to assist in providing an understanding of changes in our results of operations and financial condition and is organized as follows:331•332Forward-Looking Statements.333This section provides a description of certain factors that could cause actual results or events to differ materially from anticipated results or events.334•335Overview.336This section provides a general description of our business and recent events.337•338Material Changes in Results of Operations.339This section provides an analysis of our results of operations for the three and six months ended June 30, 2024 and 2023.340•341Material Changes in Financial Condition.342This section provides an analysis of our corporate and subsidiary liquidity and our condensed consolidated statements of cash flows.343The capitalized terms used below have been defined in the notes to our condensed consolidated financial statements. In the following text, the terms “we,” “our,” “our company” and “us” may refer, as the context requires, to Liberty Global or collectively to Liberty Global and its subsidiaries.344Unless otherwise indicated, convenience translations into U.S. dollars are calculated, and operational data is presented, as of June 30, 2024.345346Forward-Looking Statements347Certain statements in this"3480001193125-12-287910,controls_and_procedures,9A,1178,"and Procedures349350Conclusions Regarding Disclosure Controls and Procedures351352Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of the design and353operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on this evaluation, our Chief Executive Officer and Chief Financial Officer, as of April 30, 2012, concluded354that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) are effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act355was recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial356Officer, as appropriate, to allow timely decisions regarding required disclosure.357358Changes in Internal Control Over Financial Reporting359360There was no change in our internal control over financial reporting that occurred during our fourth fiscal quarter of 2012 that has361materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.362363Inherent Limitations on364Effectiveness of Controls365366Our management, including our Chief Executive Officer and Chief Fin"3670001564590-17-009918,controls_and_procedures,P1_4,205,"and Procedures368369Evaluation of Disclosure Controls and Procedures370371As of March 31, 2017, our management, with the participation of our President and Chief Executive Officer and our Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(b) promulgated under the Securities Exchange Act of 1934, as amended, or the Exchange Act. Based upon that evaluation, our President and Chief Executive Officer and our Chief Financial Officer concluded that, as of March 31, 2017, our disclosure controls and procedures were effective in ensuring that material information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, including ensuring that such material information is accumulated and communicated to our management, including our President and Chief Executive Officer and our Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.372373Changes in Internal Control over Financial Reporting374375There were no changes to our internal control over financial reporting that occurred during the quarter ended March 31, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.376377PART II—OTHER INFORMATION"3780000063908-17-000017,market_for_equity,5,747,"for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities379MARKET INFORMATION AND DIVIDEND POLICY380The Company’s common stock trades under the symbol MCD and is listed on the New York Stock Exchange in the U.S. The following table sets forth the common stock price ranges on the New York Stock Exchange and dividends declared per common share:3812016 2015382Dollars per share High Low Dividend High Low Dividend383Quarter:384First 126.96 112.71 0.89 101.09 88.77 0.85385Second 131.96 116.08 0.89 101.08 94.02 0.85386Third 128.60 113.96 1.83 * 101.88 87.50 0.85387Fourth 124.00 110.33 — 120.23 97.13 0.89388Year 131.96 110.33 3.61 120.23 87.50 3.44389* Includes an $0.89 per share dividend declared and paid in third quarter, and a $0.94 per share dividend declared in third quarter and paid in fourth quarter.390The number of shareholders of record and beneficial owners of the Company’s common stock as of391January 31, 2017392was estimated to be3931,658,000394.395Given the Company’s returns on incremental invested capital and assets, management believes it is prudent to reinvest in the business in markets with acceptable returns and/or opportunity for long-term growth and use excess cash flow to return cash to shareholders through dividends and share repurchases. The Company has paid dividends on common stock for39641397consecutive years through3982016399and has increased the dividend amount at least once every year. As in the past, future dividend amounts will be considered after re"4000001578732-23-000030,legal_proceedings,P2_1,233,"Proceedings401We are involved in claims and legal actions arising in the ordinary course of our business, some of which involve claims for damages that are substantial in amount. Most of these litigation matters are covered by our insurance policies, which contain deductibles, exclusions, claim limits and aggregate policy limits. Such litigation and other proceedings may include, but are not limited to, actions relating to commercial relationships, standard brokerage disputes like the alleged failure to disclose physical or environmental defects or property expenses or contracts, the alleged inadequate disclosure of matters relating to the transaction like the relationships among the parties to the transaction, potential claims or losses pertaining to the asset, vicarious liability based upon conduct of individuals or entities outside of our control, general fraud claims, conflicts of interest claims, employment law claims, including claims challenging the classification of our sales professionals as independent contractors, claims alleging violations of state consumer fraud statutes and intellectual property. While the ultimate liability for these legal proceedings cannot be determined, we review the need for an accrual for loss contingencies quarterly and record an accrual for litigation related losses where the likelihood of loss is both probable and estimable. We do not believe, based on information currently available to us, that the final outcome of these proceedings will"4020001104659-13-089688,full_body,N/A,1476,"UNITED STATES403SECURITIES AND EXCHANGE COMMISSION404405Washington, D.C. 20549406407FORM 8-K408409CURRENT REPORT410411Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934412413Date of Report (Date of Earliest Event Reported):414December 9, 2013415416VENTAS, INC.417418(Exact Name of Registrant as Specified in Its Charter)419420Delaware 1-10989 61-1055020421(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)422423353 N. Clark Street, Suite 3300, Chicago, Illinois 60654424(Address of Principal Executive Offices) (Zip Code)425426Registrant’s Telephone Number, Including Area Code:427(877) 483-6827428429Not Applicable430431Former Name or Former Address, if Changed Since Last Report432433Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:434435¨436Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)437438¨439Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)440441¨442Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))443444¨445Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))446447Item 1.01.448449Entry into a Material Definitive Agreement.450451The disclosures contained in “Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant” of this Current Report on "4520001628280-25-049877,md_and_a,P1_2,9417,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS453The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our un454audited condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements and the related notes and the discussion under the heading ""Management's Discussion and Analysis of Financial Condition and Results of Operations"" for the year ended December 31, 2024 included in the Annual Report on Form 10-K for the year ended December 31, 2024 (our “Annual Report”). This discussion, particularly information with respect to our future results of operations or financial condition, business strategy and plans, and objectives of management for future operations, includes forward-looking statements that involve risks and uncertainties as described under the heading ""Special Note About Forward-Looking Statements"" in this Quarterly Report on Form 10-Q. You should review the disclosure under the heading ""Risk Factors"" in this Quarterly Report on Form 10-Q for a discussion of important factors that could cause our actual results to differ materially from those described or implied in these forward-looking statements. Our historical results are not necessarily indicative of the results that may be expected for any period in the future. Unless the context otherwise requires, all references "4550000034903-23-000044,controls_and_procedures,P1_4,425,"AND PROCEDURES456Controls and Procedures (Federal Realty Investment Trust)457Periodic Evaluation and Conclusion of Disclosure Controls and Procedures458An evaluation has been performed, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Trust's disclosure controls and procedures as of March 31, 2023. Based on this evaluation, our management, including our Chief Executive Officer and Chief Financial Officer, concluded that the Trust's disclosure controls and procedures were effective as of March 31, 2023 to provide reasonable assurance that information required to be disclosed in the Trust's reports filed or submitted under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and (ii) accumulated and communicated to the Trust’s management including its principal executive and principal financial officer as appropriate to allow timely decisions regarding required disclosure.459Changes in Internal Control Over Financial Reporting460There has been no change in the Trust's internal control over financial reporting during the quarterly period covered by this report that materially affected, or is reasonably likely to materially affect, the Trust's internal control over financial reporting.461Controls and Procedures (Federal Realty OP LP)462Periodic Evaluati"4630001628280-19-011057,full_body,N/A,455,"Document464465UNITED STATES466SECURITIES AND EXCHANGE COMMISSION467Washington, D.C. 20549468FORM 8-K469CURRENT REPORT470Pursuant to Section 13 or 15(d) of The471Securities Exchange Act of 1934472Date of Report (Date of earliest event reported): August 16, 2019473KLA CORPORATION474(Exact name of registrant as specified in its charter)475Delaware 000-09992 04-2564110476(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)477One Technology Drive,Milpitas, California 95035478(Address of principal executive offices) (Zip Code)479Registrant’s telephone number, including area code: (408) 875-3000480(Former name or former address, if changed since last report)481Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:482¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)483¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)484¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))485¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))486Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).487Emerging growth comp"4880001104659-25-000845,full_body,N/A,449,"false489490000146602649149200014660264934942025-01-034954962025-01-034974980001466026499500us-gaap:CommonStockMember5015022025-01-035035042025-01-035055060001466026507508msbi:DepositarySharesEachRepresenting1slash40thInterestInShareOf7.750FixedrateResetNoncumulativePerpetualPreferredStockSeriesA2.00ParValueMember5095102025-01-035115122025-01-03513514iso4217:USD515516xbrli:shares517518iso4217:USD519520xbrli:shares521522United523States524525Securities526And Exchange Commission527528Washington, DC 20549529530FORM5315328-K533534Current535Report536Pursuant to537538Section 13 or 15(539d540) of the541542Securities Exchange Act of 1934543544Date of report (Date of earliest event reported):545546January 3, 2025547548Midland States549Bancorp, Inc.550551(Exact Name of Registrant as Specified in Charter)552553Illinois 001-35272 37-1233196554(State or Other Jurisdiction555ofIncorporation) (Commission File Number) (IRS Employer Identification556No.)5575581201 Network Centre Drive559560Effingham561,562Illinois56356462401565566(Address of Principal Executive Offices) (Zip Code)567568Registrant’s569telephone number, including area code:570(571217572)573342-7321574575N/A576577(Former Name or Former Address, if Changed Since Last Report)578579Securities registered pursuant to Section 12(b)580of the Act:581582Check the appropriate box583below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following584provisions (585see586General Instruction A.2. below):587588¨ Written589communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)590591¨ Soliciting592material pursuant to Rule 14a-12 under the Exchange Act (17 CFR "5930001712184-22-000291,financial_statements,P1_1,16970,"PROCEEDINGS 80594Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 80595Item 6. EXHIBITS 81596GLOSSARY OF DEFINED TERMS597Unless the context requires otherwise, references to598Liberty Latin America599, “600we601,” “602our603,” “604our company605” and “606us607” in this Quarterly Report on Form 10-Q (as defined below) may refer to Liberty Latin America Ltd. or collectively to Liberty Latin America Ltd. and its subsidiaries. We have used several other terms in this Quarterly Report on Form 10-Q, most of which are defined or explained below.6082021 Form 10-K Annual Report on Form 10-K for the year ended December 31, 20216092020 Share Repurchase Program The share repurchase program that was authorized by our Directors on March 16, 2020 that authorized us to repurchase from time to time up to $100 million of our Class A and/or Class C common shares and expired in March 20226102022 Share Repurchase Program The share repurchase program that was authorized by our Directors on February 22, 2022 that authorizes us to repurchase from time to time up to $200 million of our Class A and/or Class C common shares through December 20246112026 SPV Credit Facility $1.0 billion principal amount LIBOR + 5.0% term loan facility due October 15, 2026 issued by LCPR Loan Financing (repaid during 2021)6122027 C&W Senior Notes $1.2 billion aggregate principal amount 6.875% senior notes due September 15, 2027 issued by C&W Senior Finance6132027 C&W Senior Secured Notes $495 million aggregate principal amount 5.75% senior se"6140000091576-18-000011,controls_and_procedures,9A,289,"AND PROCEDURES615Evaluation of Disclosure Controls and Procedures616As of the end of the period covered by this report, KeyCorp carried out an evaluation, under the supervision and with the participation of KeyCorp’s management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of KeyCorp’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), to ensure that information required to be disclosed by KeyCorp in reports that it files or submits under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to KeyCorp’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure. Based upon that evaluation, KeyCorp’s Chief Executive Officer and Chief Financial Officer concluded that the design and operation of these disclosure controls and procedures were effective, in all material respects, as of the end of the period covered by this report.617189618Table of Contents619Changes in Internal Control over Financial Reporting620No changes were made to KeyCorp’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) during the last fiscal year that materially affected, or are reasonably likely to "6210001193125-14-082872,other_information,9B,14220,"Information.622623None.624625PART III626627Item 10. Directors, Executive Officers and Corporate Governance.628629The information under the heading “Executive Officers of the Registrant” in Part I, Item 1 of this Form 10-K is incorporated by reference in this section. The other information required by630this item is hereby incorporated by reference to the Company’s definitive proxy statement, which will be filed with the Securities and Exchange Commission (“SEC”) within 120 days after the close of fiscal 2013.631632Code of Business Conduct and Code of Ethics633634Cohu has adopted a code of business conduct and ethics for directors, officers and employees. The code is available on the Investor Relations section of our website at www.cohu.com. We intend to make all635required disclosures concerning any amendments to, or waivers from, our code of ethics on our website.636637Corporate Governance Guidelines638and Certain Committee Charters639640Cohu has adopted Corporate Governance Guidelines as well as charters for its Audit, Compensation and641Nominating and Governance Committees. These documents are available on the Investor Relations section of our website at www.cohu.com.642643The644information on our website is not incorporated by reference in or considered to be a part of this Annual Report on Form64510-K.646647Item 11. Executive Compensation.648649Information regarding Executive Compensation is hereby incorporated by reference to the Company’s definitive proxy statement, which will be filed with the SEC within 120 days after the"6500001193125-13-115333,controls_and_procedures,9A,456,"and Procedures.651652Disclosure Controls and Procedures653654We maintain disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed by us in the reports we file or submit under the Exchange Act is655recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal656financial officer, as appropriate to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and657operated, can only provide reasonable assurance of achieving the desired control objectives, and in reaching a reasonable level of assurance, management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of658possible controls and procedures.659660Under the supervision and with the participation of our management, including our principal661executive officer and principal financial officer, we have evaluated the effectiveness of our disclosure controls and procedures (as defined under Exchange Act Rule 13a-15(e)) as of December 31, 2012. Based on that evaluation, our principal662executive officer and principal financial officer have concluded that as of December 31, 2012 these disclosure controls and procedures were"6630001262976-23-000079,financial_statements,P1_1,9568,"Statements664CIMPRESS PLC665CONSOLIDATED BALANCE SHEETS666(unaudited in thousands, except share and per share data)667September 30,2023 June 30,2023668Assets669Current assets:670Cash and cash equivalents $ 125,199 $ 130,313671Marketable securities 22,613 38,540672Accounts receivable, net of allowances of $7,026and$6,630, respectively 68,892 67,353673Inventory 113,985 107,835674Prepaid expenses and other current assets 113,230 96,986675Total current assets 443,919 441,027676Property, plant and equipment, net 271,507 287,574677Operating lease assets, net 74,519 76,776678Software and website development costs, net 92,620 95,315679Deferred tax assets 12,060 12,740680Goodwill 772,165 781,541681Intangible assets, net 98,836 109,196682Marketable securities, non-current — 4,497683Other assets 43,845 46,193684Total assets $ 1,809,471 $ 1,854,859685Liabilities, noncontrolling interests and shareholders’ deficit686Current liabilities:687Accounts payable $ 264,032 $ 285,784688Accrued expenses 272,819 257,109689Deferred revenue 49,490 44,698690Short-term debt 10,877 10,713691Operating lease liabilities, current 21,851 22,559692Other current liabilities 20,114 24,469693Total current liabilities 639,183 645,332694Deferred tax liabilities 49,407 47,351695Long-term debt 1,594,942 1,627,243696Operating lease liabilities, non-current 55,051 56,668697Other liabilities 73,668 90,058698Total liabilities 2,412,251 2,466,652699Commitments and contingencies (Note 12)700Redeemable noncontrolling interests (Note 10) 10,848 10,893701Shareholders’ deficit:702Ordinary shares, nomin"7030001193125-20-218015,full_body,N/A,1354,"8-K704705CHEVRON CORP706707false708709000009341071071100000934107127132020-08-127147152020-08-12716717UNITED STATES718719SECURITIES AND EXCHANGE COMMISSION720721Washington, D.C. 20549722723Form7248-K725726CURRENT REPORT727728Pursuant to Section 13 or 15(d)729730of the Securities Exchange Act of 1934731732Date of Report (Date of earliest event reported):733August 12, 2020734735Chevron Corporation736737(Exact name of registrant as specified in its charter)738739Delaware 001-00368 94-0890210740(State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)7417426001 Bollinger Canyon Road,San Ramon,CA 94583743(Address of principal executive offices) (Zip Code)744745Registrant’s telephone number, including area code:746(925)747748842-1000749750None751752(Former name or former address, if changed since last report)753754Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:755756☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)757758☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)759760☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))761762☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))763764Securities registered pursuant to Section 12(b) of the Act:765766Title of each class TradingSymbol Name of each exchangeon which registered767Common stock, par value $.75 per "7680001193125-12-483311,unregistered_sales,P2_2,667,"Sales of Equity Securities and Use of Proceeds769770On April 15, 2008, the Board authorized a program to repurchase up to one million shares of the Company’s Common Stock. Under this authorization, the Company has the option to repurchase shares771over time, with the amount and timing of repurchases depending on market conditions and corporate needs. The Company entered into a Rule 10b5-1 plan to facilitate repurchases of its shares under this authorization. A Rule 10b5-1 plan permits a772company to repurchase shares at times when it might otherwise be prevented from doing so, provided the plan is adopted when the company is not aware of material non-public information. The Company may suspend or discontinue the repurchase of stock773at any time. Under this share repurchase program, the Company had repurchased a total of 937,360 shares of Common Stock in the open market during the first and second quarters of fiscal year 2009 at a total cost of approximately $19.5 million or774$20.79 per share. During the nine months ended October 31, 2012, the Company has not repurchased shares of Common Stock under this program.775776An aggregate of 32,120 shares have been repurchased during the nine months ended October 31, 2012 as a result of the surrender of shares in connection with the vesting of certain restricted stock777awards and stock options. At the election of an employee, shares having an aggregate value on the vesting date equal to the employee’s withholding tax obligation may be surrendered to"7780001383312-15-000006,full_body,N/A,325,"Form_8-K_announcing_dividend779780UNITED STATES781SECURITIES AND EXCHANGE COMMISSION782Washington, D.C. 20549783————————————784FORM 8-K785CURRENT REPORT786Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934787Date of Report (Date of earliest event reported): February 3, 2015788————————————789BROADRIDGE FINANCIAL SOLUTIONS, INC.790(Exact name of registrant as specified in its charter)791DELAWARE792(State or other jurisdiction of incorporation)793————————————794001-33220 33-1151291795(Commission file number) (I.R.S. Employer Identification No.)7961981 Marcus Avenue797798Lake Success, New York 11042799(Address of principal executive offices)800Registrant’s telephone number, including area code:801(516) 472-5400802N/A803(Former name or former address, if changed since last report)804————————————805Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:806[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)807[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)808[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))809[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))810Item 8.01. Other Events.811On February 3, 2015, the Company issued a press release announcing that its Board of Directors had declared a quarterly cash dividend of $"8120001193125-21-112538,full_body,N/A,537,"8-K813814KOHLS Corp815816false817818000088563981982000008856398218222021-04-098238242021-04-09825826UNITED STATES827828SECURITIES AND EXCHANGE COMMISSION829830Washington, D.C. 20549831832FORM8338-K834835CURRENT REPORT836837Pursuant to Section 13 or 15(d)838839of the Securities Exchange Act of 1934840841Date of Report (Date of earliest event reported):842April 9, 2021843844KOHL’S CORPORATION845846(Exact name of registrant as specified in its charter)847848Wisconsin 001-11084 39-1630919849(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)850851N56 W17000 Ridgewood DriveMenomonee Falls,Wisconsin 53051852(Address of principal executive offices) (Zip Code)853854Registrant’s telephone number, including area code:855(262)856857703-7000858859Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:860861☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)862863☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)864865☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))866867☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))868869Securities registered pursuant to Section 12(b) of the Act:870871Title of each class TradingSymbol(s) Name of each exchangeon which registered872Common Stock, $.01 par value KSS New York Stock Exchange873874Indicate by check mark whether the regis"8750000012927-15-000011,legal_proceedings,3,34,"Proceedings876Currently, we are involved in a number of legal proceedings. For a discussion of contingencies related to legal proceedings, see Note87720878to our Consolidated Financial Statements, which is hereby incorporated by reference."8790001564590-17-009919,quantitative_disclosures,P1_3,339,"and Qualitative Disclosures About Market Risk880881Inflation882883The impact of inflation has affected, and will continue to affect, our operations significantly. Our costs of food, merchandise and other revenues are influenced by inflation and fluctuations in global commodity prices. In addition, costs for construction, repairs and maintenance are all subject to inflationary pressures.884885Interest Rate Risk886887We are exposed to market risks from fluctuations in interest rates, and to a lesser extent on currency exchange rates, from time to time, on imported rides and equipment. The objective of our financial risk management is to reduce the potential negative impact of interest rate and foreign currency exchange rate fluctuations to acceptable levels. We do not acquire market risk sensitive instruments for trading purposes.888889We manage interest rate risk through the use of a combination of fixed-rate long-term debt and interest rate swaps that fix a portion of our variable-rate long-term debt.89089140892893The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded894in accumulated other comprehensive loss and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The ineffective portion of the change in fair value of the derivatives is recognized directly in e895arnings. Amounts reported in accumulated other comprehensive loss related to derivatives will be reclassified to in"8960001104659-11-007425,controls_and_procedures,P1_4,297,"and Procedures897898Evaluation of Disclosure Controls and Procedures899900We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) that are designed to reasonably ensure that information required to be disclosed by us in the reports we file or submit under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that such information is accumulated and communicated to our management, including our chief executive and chief financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.901902Our management evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered in this quarterly report on Form 10-Q. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the end of such period to provide reasonable assurance that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that material information relating to our company"9030001437749-13-006930,full_body,N/A,1565,"nymt20130530_8k.htm904905UNITED STATES906907SECURITIES AND EXCHANGE COMMISSION908909Washington, D.C. 20549910911FORM 8-K912913CURRENT REPORT914915Pursuant to Section 13 or 15(d)916917of the Securities Exchange Act of 1934918919Date of Report (Date of earliest event reported): May 31, 2013 (May 28, 2013)920921NEW YORK MORTGAGE TRUST, INC.922923(Exact name of registrant as specified in its charter)924925Maryland 001-32216 47-0934168926(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)927928275 Madison Avenue929930New York, New York 10016931932(Address and zip code of933934principal executive offices)935936Registrant’s telephone number, including area code:937(212) 792-0107938939Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:940941[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)942943[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)944945[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))946947[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))948949Item 1.01.950951Entry Into a Material Definitive Agreement952953On May 28, 2013, New York Mortgage Trust, Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Citigroup Global Markets Inc. and Keefe, Bruyette & Woods, Inc., a"9540000708955-21-000064,financial_statements,P1_1,20280,"Proceedings 59955Item 1A - Risk Factors 59956Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds 59957Item 6 - Exhibits 60958Signatures 61959Table of Contents960Glossary of Abbreviations and Acronyms961First Financial has identified the following list of abbreviations and acronyms that are used in the Notes to Consolidated Financial Statements and Management's Discussion and Analysis of Financial Condition and Results of Operations.962ABL Asset backed lending FRB Federal Reserve Bank963ACL Allowance for credit losses GAAP U.S. Generally Accepted Accounting Principles964AFS Available-for-sale HTC Historic tax credit965Allowance Collectively or individually, Allowance for credit losses HTM Held-to-maturity966AOCI Accumulated other comprehensive income Insignificant Less than $0.1 million967ASC Accounting standards codification IRLC Interest rate lock commitment968ASU Accounting standards update LGD Loss Given Default969Bank First Financial Bank LIHTC Low income housing tax credit970Basel III Basel Committee regulatory capital reforms, Third Basel Accord MD&A Management's Discussion and Analysis of Financial Condition and Results of Operations971BGF or Bannockburn Bannockburn Global Forex, LLC MSFG MainSource Financial Group, Inc.972Bp/bps Basis point(s) N/A Not applicable973BOLI Bank owned life insurance NII Net interest income974CARES Act Coronavirus Aid, Relief, and Economic Security Act NMTC New market tax credit975CDs Certificates of deposit OBS Off-balance sheet976C&I Commercial & industrial OREO Ot"9770001564590-16-027404,risk_factors,P2_1A,32,"FACTORS978979There have been no material changes to the Risk Factors previously disclosed in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.98098138"9820001901440-26-000003,full_body,N/A,542,"uls-20260219983false984000190144098500019014409862026-02-199872026-02-19988UNITED STATES989SECURITIES AND EXCHANGE COMMISSION990Washington, D.C. 20549991___________________________________992FORM9938-K994___________________________________995CURRENT REPORT996Pursuant to Section 13 or 15(d)997of the Securities Exchange Act of 1934998999Date of Report (date of earliest event reported1000):1001February 19, 20261002___________________________________1003UL Solutions Inc.1004(Exact name of registrant as specified in its charter)1005___________________________________1006Delaware(State or other jurisdiction ofincorporation or organization) 001-42012(Commission File Number) 27-0913800(I.R.S. Employer Identification Number)1007333 Pfingsten RoadNorthbrook,Illinois600621008(Address of principal executive offices and zip code)1009(847)272-88001010(Registrant's telephone number, including area code)1011___________________________________1012Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1013☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1014☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1015☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1016☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1017Securities registered pursuant to Section 12(b) of the Act:1018Title of e"10190000092122-16-000126,properties,2,3067,"Electric Properties1020The traditional op1021erating companies, Southern Power, and SEGCO, at December 31, 2015, owned and/or operated 33 hydroelectric generating stations, 31 fossil fuel generating stations, three nuclear generating stations, 13 combined cycle/cogeneration stations, 16 solar facilities, one wind facility, one biomass facility, and one landfill gas facility. The amounts of capacity for each company, as of December 31, 2015, are shown in the table below.1022Generating Station Location NameplateCapacity (1)1023(KWs)1024FOSSIL STEAM1025Gadsden Gadsden, AL 120,0001026Gorgas Jasper, AL 1,021,250 (2 )1027Barry Mobile, AL 1,300,000 (2 )1028Greene County Demopolis, AL 300,000 (3 )1029Gaston Unit 5 Wilsonville, AL 880,0001030Miller Birmingham, AL 2,532,288 (4 )1031Alabama Power Total 6,153,5381032Bowen Cartersville, GA 3,160,0001033Hammond Rome, GA 800,0001034McIntosh Effingham County, GA 163,1171035Mitchell Albany, GA 125,000 (5 )1036Scherer Macon, GA 750,924 (6 )1037Wansley Carrollton, GA 925,550 (7 )1038Yates Newnan, GA 700,0001039Georgia Power Total 6,624,5911040Crist Pensacola, FL 970,0001041Daniel Pascagoula, MS 500,000 (8 )1042Lansing Smith Panama City, FL 305,000 (9 )1043Scherer Unit 3 Macon, GA 204,500 (6 )1044Gulf Power Total 1,979,5001045Daniel Pascagoula, MS 500,000 (8 )1046Greene County Demopolis, AL 200,000 (3 )1047Sweatt Meridian, MS 80,000 (10 )1048Watson Gulfport, MS 862,000 (10 )1049Mississippi Power Total 1,642,0001050Gaston Units 1-4 Wilsonville, AL1051SEGCO Total 1,000,000 (11 )1052Total Fossil Steam 17,399,6291053IGCC1054Kemper County/Ratcliffe Kemp"10550001193125-11-125644,full_body,N/A,595,"Form 8-K10561057UNITED STATES10581059SECURITIES AND EXCHANGE COMMISSION10601061Washington, D.C. 2054910621063FORM 8-K10641065CURRENT REPORT10661067Pursuant to Section 13 or 15(d) of the10681069Securities Exchange Act of 193410701071Date of Report1072(Date of earliest event reported)1073May 2, 201110741075TIDEWATER INC.10761077(Exact name of registrant as specified in its charter)10781079Delaware(State of incorporation) 1-6311(Commission File Number) 72-0487776(IRS Employer Identification No.)10801081601 Poydras Street, Suite 1900(Address of principal executive offices) 70130(Zip Code)10821083(504) 568-101010841085(Registrant’s telephone number, including area code)10861087N/A10881089(Former name or former address, if changed since last report)10901091Check the appropriate box below if the Form 8-K filing is intended1092to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:10931094¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)10951096¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)10971098¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))10991100¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))11011102Item 8.01. Other Events11031104In accordance with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, the Company notes that certain statements set forth in this Current Report on Form 8-K provide other1105than historical information and are forward looking. "11060001157523-13-004295,full_body,N/A,299,"UNITED1107STATES1108SECURITIES AND1109EXCHANGE COMMISSION1110Washington,1111D.C. 205491112FORM11138-K1114CURRENT1115REPORT1116Pursuant1117to Section 13 or 15(d) of the1118Securities1119Exchange Act of 19341120August112129, 201311221-800-FLOWERS.COM,1123INC.1124(Exact1125name of registrant as specified in its charter)11261127Delaware 0-26841 11-31173111128(State of incorporation) (Commission File Number) (IRS EmployerIdentification No.)11291130One Old Country Road, Suite 500Carle Place, New York 115141131(Address1132of principal executive offices)(Zip1133Code)11341135(516) 237-60001136(Registrant’s1137telephone number, including area code)1138N/A1139(Former1140name or former address, if changed since last report)11411142Check the1143appropriate box below if the Form 8-K filing is intended to1144simultaneously satisfy the filing obligation of the registrants under1145any of the following provisions:11461147⃞11481149Written1150communications pursuant to Rule 425 under the Securities Act (17 CFR1151230.425)11521153⃞11541155Soliciting1156material pursuant to Rule 14a-12 under the Exchange Act (17 CFR1157240.14a-12)11581159⃞11601161Pre-commencement1162communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR1163240.14d-2(b))11641165⃞11661167Pre-commencement1168communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR1169240.13e-4(c))11701171Item 2.02 Results of Operations and Financial Condition11721173On August 29, 2013, 1-800-FLOWERS.COM, Inc. issued a press release1174announcing its financial results for its Fiscal 2013 Fourth Quarter and1175Full Year ended June 30, 2013. A copy of the press release is included1176as Exhibit 99 and is incorporated herein by"11770001564590-22-012996,financial_statements,8,33,"Statements and Supplementary Data.11781179The consolidated financial statements required to be filed pursuant to this Item 8 are appended to this report. An index of those financial statements is found in Item 15."11800000917520-19-000013,selected_financial_data,6,1020,"FINANCIAL DATA1181The information set forth below should be read in conjunction with “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes included elsewhere in this report. All results and data in the tables below reflect continuing operations, unless otherwise noted. As a result, the data presented below will not necessarily agree to previously issued financial statements. See Note 4,1182Acquisitions and Pro Forma Results1183for additional information regarding the impact of118420181185,118620171187and118820161189acquisitions in Item 15 of this Form 10-K.1190Years Ended December 31,11912018 2017 2016 2015 20141192(In thousands, except per share data)1193Operating Results:1194Total revenues, net $ 1,472,441 $ 1,188,236 $ 992,075 $ 882,734 $ 796,7171195Costs and expenses 1,361,443 1,143,432 876,735 803,147 728,8601196Operating income (4) 110,998 44,804 115,340 79,587 67,8571197Interest expense, net (1) (2) (61,883 ) (34,764 ) (25,779 ) (23,504 ) (21,799 )1198Other income (expense), net (7) 8,288 1,345 845 4,588 (492 )1199Income from continuing operations before income taxes 57,403 11,385 90,406 60,671 45,5661200(Benefit from) provision for income taxes (4) (6) (3,398 ) (53,358 ) 15,842 53,820 9,2711201Net income from continuing operations $ 60,801 $ 64,743 $ 74,564 $ 6,851 $ 36,2951202Loss from discontinued operations (net of tax benefit) $ — $ — $ — $ (10,370 ) $ (2,291 )1203Net income (loss) $ 60,801 $ 64,743 $ 74,564 $ (3,519 ) $ 34,0041204Dil"12050001654954-19-002189,properties,2,73,"Our1206corporate and executive office is located in New York, New York.1207Our New York facility consists of leased office space at 21208Gansevoort Street, 9th Floor, New York, New York 10014. We are also1209currently leasing small office spaces in Cary, North Carolina and1210Kingsport, Tennessee to accommodate our clinical operations groups.1211We believe that our existing facilities are adequate to meet our1212current requirements. We do not own any real property."12130001397911-20-000195,unregistered_sales,P2_2,357,"Sales of Equity Securities and Use of Proceeds1214None.1215Item 3. Defaults Upon Senior Securities1216None.1217Item 4. Mine Safety Disclosures1218None.1219Item 5. Other Information1220None.1221501222Table of Contents1223Item 6. Exhibits12243.1 Amended and Restated Certificate of Incorporation of LPL Investment Holdings Inc., dated November 23, 2010 (Incorporated by reference to Amendment No. 2 to the Registration Statement on Form S-1 filed on July 9, 2010).12253.2 Certificate of Ownership and Merger Merging LPL Financial Holdings Inc. with and into LPL Investment Holdings Inc., dated June 14, 2012 (Incorporated by reference to the Form 8-K filed on June 19, 2012).12263.3 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of LPL Financial Holdings Inc., dated May 8, 2014 (Incorporated by reference to the Form 8-K filed on May 9, 2014).12273.4 Fifth Amended and Restated Bylaws of LPL Financial Holdings Inc. (Incorporated by reference to the Form 8-K filed on March 12, 2014).122831.1 Certification of the Chief Executive Officer pursuant to Rule 13a-14(a).*122931.2 Certification of the Chief Financial Officer pursuant to Rule 13a-14(a).*123032.1 Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**123132.2 Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**1232101.SCH Inline XBRL Taxonomy Extension Schema123310"12340000884614-19-000059,selected_financial_data,6,1116,"FINANCIAL DATA1235Year Ended September 30,1236(Millions of dollars, except per share amounts) 2019 2018 (a) 2017 2016 20151237FOR THE PERIOD:1238Income statement data:1239Revenues $ 7,320.4 $ 7,651.2 $ 6,120.7 $ 5,685.7 $ 6,691.11240Net income including noncontrolling interests $ 307.9 $ 822.4 $ 523.8 $ 488.8 $ 414.01241Deduct net income attributable to noncontrolling interests, principally in AmeriGas Partners (51.7 ) (103.7 ) (87.2 ) (124.1 ) (133.0 )1242Net income attributable to UGI Corporation $ 256.2 $ 718.7 $ 436.6 $ 364.7 $ 281.01243Earnings per common share attributable to UGI Corporation stockholders:1244Basic $ 1.44 $ 4.13 $ 2.51 $ 2.11 $ 1.621245Diluted $ 1.41 $ 4.06 $ 2.46 $ 2.08 $ 1.601246Cash dividends declared per common share $ 1.145 $ 1.020 $ 0.975 $ 0.930 $ 0.8901247AT PERIOD END:1248Balance sheet data:1249Total assets $ 13,346.6 $ 11,980.9 $ 11,582.2 $ 10,847.2 $ 10,514.21250Capitalization:1251Debt:1252Short-term debt:1253AmeriGas Propane $ 328.0 $ 232.0 $ 140.0 $ 153.2 $ 68.11254UGI International 210.9 1.4 17.9 0.5 0.61255Midstream & Marketing 91.4 2.0 39.0 25.5 49.51256UGI Utilities 166.0 189.5 170.0 112.5 71.71257Long-term debt (including current maturities):1258AmeriGas Propane 2,564.6 2,569.6 2,572.3 2,333.6 2,261.91259UGI International 719.5 748.5 838.8 779.6 774.21260Midstream & Marketing 686.6 0.4 0.5 0.8 0.81261UGI Utilities 979.2 838.0 751.1 671.5 619.81262UGI Corporation & Other 854.1 8.8 9.4 10.0 10.71263Total debt 6,600.3 4,590.2 4,539.0 4,087.2 3,857.31264UGI Corporation stockholders’ equity 3,817.5 3,681.4 3,163.3 2,844.1 2,685.2"12650001140361-22-025657,full_body,N/A,3053,"false126600010800141267000108001412682022-07-1012692022-07-1012701271UNITED STATES12721273SECURITIES AND EXCHANGE COMMISSION12741275Washington, DC 2054912761277FORM12788-K12791280CURRENT REPORT12811282Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193412831284Date of Report (Date of earliest event reported):1285July 10, 202212861287INNOVIVA, INC.12881289(Exact Name of Registrant as Specified in its Charter)12901291Delaware 000-30319 94-32659601292(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)129312941350 Old Bayshore Highway1295,12961297Suite 40012981299Burlingame1300,1301California130213039401013041305(13066501307)1308238-960013091310(Addresses, including zip code, and telephone numbers, including area code, of principal executive offices)13111312(Former name or former address, if changed since last report)13131314Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following1315provisions (see General Instruction A.2. below):13161317☐13181319Written1320communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)13211322☐13231324Soliciting1325material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)13261327☒13281329Pre-commencement13301331communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))13321333☐13341335Pre-commencement13361337communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))13381339Securities registered pursuant to Section 12(b) of the Act:13401341Title of each class Trading Symbol(s) Name of each exchange on which"13420000950123-10-045625,quantitative_disclosures,P1_3,39,"and Qualitative Disclosures About Market Risk13431344The information under the caption “Risk Management” in1345“Management’s Discussion and Analysis of Financial1346Condition and Results of Operations” in Item 2 of1347Part I of this report is incorporated herein by reference."13480000007084-17-000008,controls_and_procedures,9A,485,"AND PROCEDURES1349As of1350December 31, 20161351, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the Exchange Act)). Based on that evaluation, the Company’s management, including the Chief Executive Officer and Chief Financial Officer, concluded the Company’s disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms and (ii) accumulated and communicated to the Chief Executive Officer and Chief Financial Officer to allow timely decisions regarding required disclosure.1352The Company is implementing a new enterprise resource planning (ERP) system on a worldwide basis as part of its ongoing business transformation program, which is expected to improve the efficiency and effectiveness of certain financial and business transaction processes. The implementation is expected to occur in phases over the next several years. The Company has currently implemented changes to certain processes in over13532001354locations and will continue to r"13550000077476-25-000059,full_body,N/A,734,"pep-20251208135600000774761357false1358000007747613592025-12-0813602025-12-08136100000774761362us-gaap:CommonStockMember13632025-12-0813642025-12-08136500000774761366pep:TwoPointSixTwoFivePercentNotesDue2026Member13672025-12-0813682025-12-08136900000774761370pep:ZeroPointSevenFivePercentNotesDue2027Member13712025-12-0813722025-12-08137300000774761374pep:ZeroPointEightSevenFivePercentNotesDue2028Member13752025-12-0813762025-12-08137700000774761378pep:ZeroPointFivePercentNotesDue2028Member13792025-12-0813802025-12-08138100000774761382pep:ThreePointTwoPercentNotesDue2029Member13832025-12-0813842025-12-08138500000774761386pep:OnePointOneTwoFivePercentNotesDue2031Member13872025-12-0813882025-12-08138900000774761390pep:ZeroPointFourPercentNotesDue2032Member13912025-12-0813922025-12-08139300000774761394pep:ZeroPointSevenFivePercentNotesDue2033Member13952025-12-0813962025-12-08139700000774761398pep:ThreePointFiveFivePercentNotesDue2034Member13992025-12-0814002025-12-08140100000774761402pep:ThreePointFourFivePercentNotesDue2037Member14032025-12-0814042025-12-08140500000774761406pep:ZeroPointEightSevenFiveNotesDue2039Member14072025-12-0814082025-12-08140900000774761410pep:OnePointZeroFivePercentNotesDue2050Member14112025-12-0814122025-12-08141300000774761414pep:FourPointZeroFivePercentNotesDue2055Member14152025-12-0814162025-12-081417UNITED STATES1418SECURITIES AND EXCHANGE COMMISSION1419WASHINGTON, D.C. 2054914201421FORM14228-K14231424CURRENT REPORT1425Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 19341426Date of Report (Date of earliest event reported):1427December 8, 202514281429PepsiCo, Inc.1430(Exact name of registrant as specified in its charter)14311432North Carolina 1-1183 13-15843021433"14340001663577-16-000125,full_body,N/A,710,"SECURITIES1435AND EXCHANGE COMMISSION14361437WASHINGTON,1438D.C. 2054914391440____________________14411442FORM14438-K14441445CURRENT1446REPORT14471448PURSUANT1449TO SECTION 13 OR 15(d) OF14501451THE1452SECURITIES EXCHANGE ACT OF 193414531454Date of Report (Date of earliest event reported): April 26, 201614551456Stratean Inc.14571458(Exact name of registrant as specified in its charter)14591460Nevada 000-53498 87-0449451461(State1462or other jurisdiction of incorporation) (Commission1463File Number) (I.R.S.1464Employer Identification No.)14651466701467North Main Street, Ste. 105Bountiful,1468Utah 840101469(Address1470of principal executive offices) (Zip1471Code)14721473Registrant’s1474telephone number, including area code:1475801-244-440514761477___________________________________________________(Former1478name or former address, if changed since last report)14791480Check1481the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant1482under any of the following provisions:14831484[1485] Written1486communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)1487[1488] Soliciting1489material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1490[1491] Pre-commencement1492communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1493[1494] Pre-commencement1495communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))14961497SECTION14981 – Registrant’s Business and Operations14991500Item15011.01 Entry into a Material Definitive Agreement15021503On1504or about April 26, 2016, Stratean, Inc., a Nevada corporation (the “Company”) entered"15050000914208-24-000281,full_body,N/A,448,"ivz-20240509150600009142081507false1508000091420815092024-05-0915102024-05-091511UNITED STATES1512SECURITIES AND EXCHANGE COMMISSION1513Washington, D.C. 205491514FORM15158-K15161517CURRENT REPORT15181519Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 193415201521Date of Report (Date of earliest event reported):1522May 9, 202415231524Invesco Ltd.15251526(Exact name of registrant as specified in its charter)1527Bermuda 001-13908 98-05575671528(State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.)15291331 Spring Street, Suite 2500, Atlanta, GA 303091530(Address of Principal Executive Offices) (Zip Code)1531(15324041533)1534892-089615351536(Registrant’s telephone number, including area code)1537N/A1538(Former name, former address and former fiscal year, if changed since last report)15391540Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (1541see1542General Instruction A.2. below):15431544☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)15451546☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)15471548☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))15491550☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1551Securities registered pursuant to Section 12(b) of the Act:1552Title of each class Trading Symbol(s) Name of each exchange"15530001193125-13-457007,full_body,N/A,1856,"Form 8-K15541555UNITED STATES15561557SECURITIES AND EXCHANGE COMMISSION15581559WASHINGTON, D.C. 2054915601561FORM 8-K15621563CURRENT REPORT15641565Pursuant1566to Section 13 OR 15(d)15671568of the Securities Exchange Act of 193415691570Date of Report (Date of earliest event reported): November 27, 2013 (November 21, 2013)15711572FORESTAR GROUP INC.15731574(Exact name of Registrant as specified in its charter)15751576Delaware 001-33662 26-13369981577(State or other jurisdiction (Commission (IRS Employer1578of incorporation) File Number) Identification No.)157915806300 Bee Cave Road, Building Two, Suite 500Austin, Texas,1581787461582(Address of principal executive offices) (zip code)15831584(512) 433-520015851586(Registrant’s telephone number, including area code)15871588Check the appropriate box below1589if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:15901591¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)15921593¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)15941595¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))15961597¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))15981599Item 1.01. Entry into a Material Definitive Agreement.16001601On November 21, 2013, Forestar Group Inc., a Delaware corporation (the “Company”), entered into an underwriting agreement (the1602“Underwriting Agreement”) with Goldman, Sachs & Co., as representative of the s"16030001193125-17-185632,full_body,N/A,555,"Form 8-K16041605UNITED STATES16061607SECURITIES AND EXCHANGE COMMISSION16081609WASHINGTON, D.C. 2054916101611FORM16128-K16131614CURRENT1615REPORT16161617Pursuant to Section 13 or 15(d)16181619of the Securities Exchange Act of 193416201621Date of report (Date of earliest event reported): May 25, 201716221623PILGRIM’S PRIDE CORPORATION16241625(Exact Name of registrant as specified in its charter)16261627Delaware 1-9273 75-12850711628(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)162916301770 Promontory CircleGreeley, CO 80634-90381631(Address of principal executive offices) (Zip Code)16321633Registrant’s telephone number, including area code: (970)16341635506-800016361637Not Applicable16381639(Former name or former address, if changed since last report.)16401641Check the appropriate box below if the Form16428-K1643filing is intended to simultaneously satisfy the filing obligation of1644the registrant under any of the following provisions:16451646☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)16471648☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)16491650☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))16511652☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))16531654Indicate by check mark whether the registrant is an emerging growth1655company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule165612b-21657of the Securities Exchange Act of 193416581659(§240.12b-21660"16610000849869-14-000018,quantitative_disclosures,P1_3,206,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK1662Market risks relating to our operations result primarily from changes in interest rates and, with respect to our international metal container and closures operations and our Canadian plastic container operations, from foreign currency exchange rates. In the normal course of business, we also have risk related to commodity price changes for items such as natural gas. We employ established policies and procedures to manage our exposure to these risks. Interest rate, foreign currency and commodity pricing transactions are used only to the extent considered necessary to meet our objectives. We do not utilize derivative financial instruments for trading or other speculative purposes.1663Information regarding our interest rate risk, foreign currency exchange rate risk and commodity pricing risk has been disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2013. Since such filing, there has not been a material change to our interest rate risk, foreign currency exchange rate risk or commodity pricing risk or to our policies and procedures to manage our exposure to these risks.1664You should also read Notes 5 and 6 to our Condensed Consolidated Financial Statements for the three months ended March 31, 2014 included elsewhere in this Quarterly Report."16650000897077-24-000009,properties,2,524,"As of February 16, 2024, the Company utilized twenty-nine principal manufacturing plants with seventeen located in the United States, eight in Europe, three in Canada, and one in Brazil. The facilities are listed below:1666Facility SquareFootage Principal Types of ProductsManufactured And Assembled1667Winn, Michigan* 1,100,000 Owned Tree chippers, Grinders, Brush Cutters, and Debarkers forMorbark1668Selma, Alabama* 744,000 Owned Mechanical Rotary Mowers, Finishing Mowers, Backhoes, Front-End Loaders forBush Hog1669New Philadelphia, Ohio* 430,000 Owned Telescopic Excavators forGradalland Vacuum Trucks forVacAll1670Wooster, Ohio* 400,000 Leased Stump Cutters, Aerial Trimmers, Mulchers, Crawler Trucks forRaycoandDenis Cimaf1671Gibson City, Illinois* 275,000 Owned Mechanical Mowers, Blades, Deep Tillage Equipment, and other implements forRhino,BushHogand OEMs1672Seguin, Texas* 230,000 Owned Hydraulic and Mechanical Rotary and Flail Mowers, Sickle-Bar Mowers, and Boom-Mounted Equipment forAlamo Industrial1673Indianola, Iowa* 200,000 Owned Distribution and Manufacturing of Aftermarket Farm Equipment Replacement and Wear Parts forHerschel/Valu-Bilt1674Neuville, France* 195,000 Owned Hydraulic and Mechanical Boom-Mounted Hedge and Grass Cutters forRousseauandSMA1675Mukwonago, Wisconsin* 171,000 Owned Truck-Mounted Vacuum Trucks forSuper Products1676Richmond, Virginia* 160,000 Leased Leaf Collection Equipment and Street Sweeper Replacement Brooms forODB1677Ludlow, England* 160,000 Owned Hydraulic Boom-Mounted Hedge and "16780001157523-11-006110,quantitative_disclosures,P1_3,178,"and Qualitative Disclosures about Market Risk.16791680Information required by this item is included under Part I, Item 2., “Management’s Discussion and Analysis of Financial Condition and Results of Operation.”16811682Item 4.1683Controls and Procedures.16841685As of the end of the period covered by this report, an evaluation was carried out by Republic Bancorp, Inc.’s management, with the participation of its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934). Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that these disclosure controls and procedures were effective as of the end of the period covered by this report. In addition, no change in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) occurred during the fiscal quarter covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.16861687PART II – OTHER INFORMATION"16880000078814-17-000018,full_body,N/A,821,"Document16891690UNITED STATES1691SECURITIES AND EXCHANGE COMMISSION1692Washington, D.C. 205491693FORM 8-K1694Current Report1695Pursuant to Section 13 or 15(d) of the Securities1696Exchange Act of 19341697October 5, 20171698Date of Report (Date of earliest event reported)1699Pitney Bowes Inc.1700(Exact name of registrant as specified in its charter)1701Delaware 1-3579 06-04950501702(State or other jurisdiction ofincorporation or organization) (Commission file number) (I.R.S. EmployerIdentification No.)17033001 Summer Street1704Stamford, Connecticut 069261705(Address of principal executive offices)1706(203) 356-50001707(Registrant’s telephone number, including area code)1708Not Applicable1709(Former name or former address, if changed since last report)1710Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):1711☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1712☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1713☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1714☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1715Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 19"17160001628280-25-025077,risk_factors,P2_1A,39427,"Factors1717Factors that could cause or contribute to differences in our future financial and operating results include those discussed in the risk factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 18, 2025. The risks described in our Annual Report and this Quarterly Report on Form 10-Q are not the only risks that we face. Additional risks not presently known to us or that we do not currently consider significant may also have an adverse effect on the Company. If any of the risks actually occur, our business, results of operations, cash flows or financial condition could suffer.1718Risk Factors1719Investing in our common stock involves a high degree of risk. You should carefully consider the risks described below, as well as the other information in this Quarterly Report and in our other public filings in evaluating our business. The occurrence of any of the events or developments described below could materially harm our business, financial condition, results of operations and prospects. In such an event, the market price of our common stock could decline, and you may lose all or part of your investment. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also impair our business operations and the market price of our common stock.1720Risks Related to Our Financial Condition and Need for Additional Capital1721Our current business has a limited operating history, which may mak"17220001201792-26-000004,risk_factors,1A,26648,"FACTORS1723Investing in our common stock involves a high degree of risk. Before making an investment, you should carefully consider the following risks, as well as the other information contained in this Annual Report, including our “Financial Statements and Supplementary Data” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. Any of the risk factors described below could significantly and adversely affect our business, financial condition, results of operations, cash flows, and prospects. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties not presently known to us or that we currently believe are not material may also adversely affect our business, financial condition, results of operations, cash flows, and prospects. As a result of the risks and uncertainties described below, as well as such additional risks and uncertainties, the trading price of our common stock could decline, and you may lose all or part of your investment.1724Risks Related to Attracting and Retaining Students1725Our success and financial performance depend on the effectiveness of our ability to attract students who persist in our institutions’ programs.1726Building awareness and reputation among potential students of our institutions and the programs they offer is critical to our institutions’ ability to attract new students. In order to maintain and increase our revenue, profits, and cash flows, our institutions m"17270001410384-25-000010,controls_and_procedures,9A,614,"and Procedures.1728Evaluation of Disclosure Controls and Procedures1729The term ""disclosure controls and procedures,"" as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act refers to controls and procedures that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that such information is accumulated and communicated to a company's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.1730Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2024, the end of the period covered by this Annual Report on Form 10-K. Based upon such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of such date.1731Management's Annual Report on Internal Control over Financial Reporting1732Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act). Under th"17330001193125-11-128552,full_body,N/A,478,"Form 8-K17341735UNITED STATES17361737SECURITIES AND EXCHANGE COMMISSION17381739Washington, DC 2054917401741FORM 8-K17421743CURRENT REPORT17441745Pursuant to Section 13 or 15(d) of the17461747Securities Exchange Act of1748193417491750Date of Report (Date of earliest event reported): May 2, 201117511752AVI BioPharma, Inc.17531754(Exact name of registrant as specified in its charter)17551756Oregon 001-14895 93-07972221757(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)175817593450 Monte Villa Parkway, Suite176010117611762Bothell, WA 9802117631764(Address of principal executive offices, including zip code)17651766(425)1767354-503817681769(Registrant’s telephone number, including area code)17701771(Former name or former address, if changed since last report)17721773Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the1774following provisions (see General Instruction A.2. below):17751776¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)17771778¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)17791780¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))17811782¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))17831784Item 2.02 Results of Operations and Financial Condition.17851786On May 5, 2011, AVI BioPharma, Inc. (the “Company”) announced via press release the Company’s results for the three month period ended M"17870001104659-18-047409,controls_and_procedures,P1_4,342,"and Procedures17881789Evaluation of Disclosure Controls and Procedures.17901791We conducted an evaluation as of1792June 30, 2018, under the supervision and with the participation of our management, of the effectiveness of the design and operation of our disclosure controls and procedures, which are defined under SEC rules as controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files under the Securities Exchange Act of 1934 (“Exchange Act”) is recorded, processed, summarized and reported within required time periods. Based upon that evaluation, our Interim Principal Executive Officer and Chief Financial Officer, concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance levels.17931794Limitations on the Effectiveness of Controls17951796Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all frauds. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefit of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all con"17970001193125-10-221143,full_body,N/A,423,"Form 8-K17981799UNITED STATES18001801SECURITIES AND EXCHANGE COMMISSION18021803Washington, D.C. 2054918041805FORM 8-K18061807CURRENT REPORT18081809Pursuant to Section 13 or 15(d) of the18101811Securities Exchange Act of 193418121813Date of Report (date of earliest event reported): September 30, 201018141815WELLS FARGO & COMPANY18161817(Exact name of registrant as specified in its charter)18181819Delaware 001-2979 No. 41-04492601820(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)18211822420 Montgomery Street, San Francisco, California 9416318231824(Address of principal executive offices) (Zip Code)18251826Registrant’s telephone number, including area code: 1-866-249-330218271828Not applicable18291830(Former name or former address, if changed since last report)18311832Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under1833any of the following provisions:18341835¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)18361837¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)18381839¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))18401841¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))18421843Item 9.01. Financial Statements and Exhibits18441845Exhibits are filed herewith in connection with the Registration Statement on Form S-3 (File No. 333-159738) filed by Wells1846Fargo & Company with the Securities and E"18470001213900-20-015651,legal_proceedings,P2_1,81,"Proceedings.18481849From1850time to time, we may become involved in various lawsuits and legal proceedings that arise in the ordinary course of business.1851Litigation is subject to inherent uncertainties and an adverse result in these or other matters may arise from time to time that1852may harm our business. We are not currently involved in any legal proceeding or investigation by a governmental agency that we1853believe will have a material adverse effect on our business, financial condition or operating results."18540000097134-25-000036,md_and_a,P1_2,3915,"Discussion and Analysis of Financial Condition and Results of Operations1855The following Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) provides a comparison of the Company's results of operations, as well as liquidity and capital resources for the quarters ended September 30, 2025 and 2024. The MD&A should be read in conjunction with the Company's consolidated financial statements and notes included in Item 1 of this Quarterly Report. Throughout this MD&A, the Company refers to measures used by management to evaluate performance, including financial measures that are not defined under generally accepted accounting principles (GAAP) in the U.S. Net sales excluding foreign currency translation (i.e., organic sales) is not a measure of financial performance under GAAP; however, the Company believes it is useful in understanding its financial results and provides comparable measures for understanding the operating results of the Company between different periods.1856Overview1857Tennant Company is a world leader in designing, manufacturing and marketing solutions that help create a cleaner, safer, healthier world. The Company is committed to creating and commercializing breakthrough, sustainable cleaning innovations to enhance its broad suite of products, including floor maintenance and cleaning equipment, detergent-free and other sustainable cleaning technologies, aftermarket parts and consumables, equipment maintenance and repair service, a"18580001161728-15-000009,full_body,N/A,395,"Form 8-K18591860United States18611862SECURITIES AND EXCHANGE COMMISSION18631864Washington, D.C. 2054918651866FORM 8-K18671868CURRENT REPORT18691870Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193418711872May 7, 201518731874Date of report1875(date of earliest event reported)18761877CommissionFile No. Name of Registrant, State of Incorporation, Addressof Principal Executive Offices, and Telephone No. IRS EmployerIdentification No.1878000-49965 MGE Energy, Inc.(a Wisconsin Corporation)133 South Blair StreetMadison, Wisconsin 53788(608) 252-7000mgeenergy.com 39-20405011879000-1125 Madison Gas and Electric Company(a Wisconsin Corporation)133 South Blair StreetMadison, Wisconsin 53788(608) 252-7000mge.com 39-044402518801881Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:18821883[ ]18841885Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)18861887[ ]18881889Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)18901891[ ]18921893Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))18941895[ ]18961897Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))18981899119001901Item 2.02. Results of Operations and Financial Condition.19021903On May 7, 2015, MGE Energy, Inc. (the Company) issued a press release announcing its first-quarter 2015 earnings. The Company is furnishing a copy of that press release as Exhibit 99."19040001463101-18-000116,unregistered_sales,P2_2,848,"Sales of Equity Securities and Use of Proceeds1905Except as previously disclosed on Form 8-K, there were no unregistered sales of common stock or other equity securities during the1906three months ended September 30, 20181907.1908Item 3. Defaults Upon Senior Securities1909None.1910Item 4. Mine Safety Disclosures1911Not applicable.1912Item 5. Other Information1913None.1914601915Table of Contents1916Item 6. Exhibits1917A list of exhibits filed with this report or incorporated herein by reference is found in the Exhibit Index below.1918ExhibitNumber Description19193.1 Amended and Restated Certificate of Incorporation of Enphase Energy, Inc.(1)19203.2 Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Enphase Energy, Inc.(2)19213.3 Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Enphase Energy, Inc.(3)19223.4 Amended and Restated Bylaws of Enphase Energy, Inc.(4)19234.1 Specimen Common Stock Certificate of Enphase Energy, Inc.(5)19244.2 Indenture, dated August 17, 2018, between Enphase Energy, Inc. and U.S. Bank National Association.(6)19254.3 Form of 4.00% Convertible Senior Note due 2023 (included in Exhibit 4.1).(7)192610.1 Purchase Agreement, dated August 14, 2018, by and between Enphase Energy, Inc. and Credit Suisse Securities (USA) LLC, as representative of the several Initial Purchasers named therein.(8)192710.2 Securities Purchase Agreement, dated August 14, 2018, by and between Enphase Energy, Inc. and the Rodgers Massey Revocable Trust dtd 4/4/11.(9)192810.3 Stockholder"19290001193125-11-322402,full_body,N/A,606,"Form 8-K19301931UNITED STATES19321933SECURITIES AND EXCHANGE COMMISSION19341935WASHINGTON, D.C. 2054919361937FORM 8-K19381939CURRENT REPORT19401941PURSUANT TO SECTION 13 OR 15(D) OF THE19421943SECURITIES EXCHANGE ACT OF1944193419451946Date of Report (Date of earliest event reported): November 28, 201119471948GENERAL MILLS, INC.19491950(Exact Name of Registrant as Specified in Charter)19511952Delaware 001-01185 41-02744401953(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)1954Number One General Mills Boulevard,Minneapolis, MN 554261955(Address of Principal Executive Offices) (Zip Code)19561957Registrant’s telephone number, including area code: (763) 764-760019581959Not Applicable19601961(Former Name or Former Address, if Changed Since Last Report)19621963Check the appropriate box below1964if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:19651966¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)19671968¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)19691970¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))19711972¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))19731974Item 8.01 Other Events.19751976On November 17, 2011, General Mills, Inc. (the “Company”) agreed to sell $1,000,000,000 aggregate principal amount of its 3.150% Notes due 2021 (the “Notes”) pursuant to the1977Underwriting Agreemen"19780001104659-24-006167,full_body,N/A,540,"false197919800001022671198119820001022671198319842024-01-23198519862024-01-2319871988iso4217:USD19891990xbrli:shares19911992iso4217:USD19931994xbrli:shares19951996UNITED STATES19971998SECURITIES AND1999EXCHANGE COMMISSION20002001WASHINGTON, DC20022054920032004FORM20058-K20062007CURRENT REPORT20082009Pursuant to Section 13 or 15(d) of2010the Securities Exchange Act of 193420112012Date of Report (date of earliest event reported)20132014January 23, 202420152016STEEL2017DYNAMICS, INC.20182019(Exact name of registrant as specified in its2020charter)20212022Indiana 0-21719 35-19294762023(State2024or other jurisdictionof incorporation) (Commission2025File Number) (IRS2026EmployerIdentification No.)2027202875752029West Jefferson Blvd2030,2031Fort Wayne2032,2033Indiana203420354680420362037(Address of principal executive offices) (Zip2038Code)20392040Registrant’s telephone number, including2041area code:20422602043-2044969-350020452046Not Applicable20472048(Former name or former address, if changed since2049last report)20502051Check the appropriate box below if the Form 8-K2052filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:20532054¨ Written2055communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)20562057¨ Soliciting2058material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)20592060¨ Pre-commencement2061communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))20622063¨ Pre-commencement2064communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))20652066Securities registered pursuant to Section 12(b) of2067the Act:20682069Title of each class Trading Symbol Name of each exchange on w"20700000354707-14-000103,controls_and_procedures,P1_4,451,"and Procedures2071HEI:2072Changes in Internal Control over Financial Reporting2073During the2074third2075quarter of207620142077, there were no changes in internal control over financial reporting identified in connection with management’s evaluation of the effectiveness of the Company’s internal control over financial reporting as of2078September 30, 20142079that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.2080Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures2081Constance H. Lau, HEI Chief Executive Officer, and James A. Ajello, HEI Chief Financial Officer, have evaluated the disclosure controls and procedures of HEI as of2082September 30, 20142083. Based on their evaluations, as of2084September 30, 20142085, they have concluded that the disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) were effective in ensuring that information required to be disclosed by HEI in reports HEI files or submits under the Securities Exchange Act of 1934:2086(1) is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and2087(2) is accumulated and communicated to HEI management, including HEI’s principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.2088Hawaiian Electric:2089Change"20900001193125-13-430105,md_and_a,P1_2,6177,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS20912092You should read the following discussion in connection with our unaudited consolidated financial statements and the related notes2093included elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements and the related notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2012. Some of the statements in2094the following discussion are forward looking statements. See “Forward Looking Statements.” Dollar amounts within Item 2 are presented as actual dollar amounts.20952096Forward Looking Statements20972098This Quarterly Report on Form 10-Q, and2099oral statements made from time to time by our representatives, may contain forward looking statements. You should not place undue reliance on these statements because they are subject to numerous uncertainties and factors relating to our operations2100and business environment, all of which are difficult to predict and many of which are beyond our control. Forward looking statements include information concerning our possible or assumed future results of operations and the impact of the2101termination of the Services Agreement (as defined below) with Travelers (as defined below). These statements may also include those with words such as “may,” “will,” “should,” “believe,” “expect,”2102“anticipate,” “intend,” “plan,” “estimate” or similar expressions. These statements are based on assumptions that we have made in light of "21030000793952-16-000059,full_body,N/A,408,"8-K21042105UNITED STATES2106SECURITIES AND EXCHANGE COMMISSION2107Washington, D.C. 205492108FORM 8-K2109CURRENT REPORT2110Pursuant to Section 13 or 15(d) of the2111Securities Exchange Act of 19342112Date of Report (Date of earliest event reported): April 30, 20162113Harley-Davidson, Inc.2114(Exact name of registrant as specified in its charter)2115Wisconsin 1-9183 39-13823252116(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)21173700 West Juneau Avenue, Milwaukee, Wisconsin 532082118(Address of principal executive offices, including zip code)2119(414) 342-46802120(Registrant’s telephone number, including area code)2121Not Applicable2122(Former name or former address, if changed since last report)2123Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:2124o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)2125o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)2126o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))2127o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)2128Item 5.07 Submission of Matters to a Vote of Security Holders2129The 2016 annual meeting of the shareholders (the “Annual Meeting”) of Harley-Davidson, Inc. (the “Company”) was held on April 30, 2016. At the Annual Meeting, shareholders of th"21300001929561-23-000093,unregistered_sales,P2_2,645,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS2131There were no issuances of unregistered securities during the three or nine months ended September 30, 2023.2132Issuer Purchases of Equity Securities2133(Dollars in millions, shares in thousands, except per share amounts) Total Number of Shares Purchased(1) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs(2)2134July 1, 2023 through July 31, 2023 — $ — — $ 1232135August 1, 2023 through August 31, 2023 — — — 1232136September 1, 2023 through September 30, 2023 — — — 1232137Total — —2138(1)2139Based on trade date.2140(2)2141On May 2, 2023, the Company’s Board of Directors authorized the repurchase of up to $125 million of the Company’s common stock. We are not obligated to repurchase any specific number of shares and may suspend or discontinue the program at any time. Also, the program does not have an expiration date. For further details, refer to2142Note 72143—2144Stockholders’ Equity2145to the condensed consolidated financial statements.2146ITEM 3. DEFAULTS UPON SENIOR SECURITIES2147None.2148ITEM 4. MINE SAFETY DISCLOSURES2149Not applicable.2150ITEM 5. OTHER INFORMATION2151On November 2, 2023, we exercised a feature to increase the total commitments under our Revolver from $500 million to $600 million.2152In connection with the Revolver commitment increase, we repaid all of the outstanding obligations in respect of the $100 million principal amo"21530000866374-25-000004,full_body,N/A,515,"flex-20250129215400008663742155false2156SG2157000086637421582025-01-2921592025-01-292160UNITED STATES2161SECURITIES AND EXCHANGE COMMISSION2162Washington, D.C. 205492163FORM21648-K21652166CURRENT REPORT2167Pursuant to Section 13 or 15(d) of2168the Securities Exchange Act of 19342169Date of Report (Date of earliest event reported):21702171January 29, 202521722173FLEX LTD.21742175(Exact Name of Registrant as Specified in Its Charter)2176Singapore 0-23354 98-17733512177(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)21782 Changi South Lane,Singapore 4861232179(Address of principal executive offices) (Zip Code)2180Registrant’s telephone number, including area code:2181(2182652183)21846876-989921852186Not Applicable2187(Former name or former address, if changed since last report)2188Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:2189☐2190Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)2191☐2192Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)2193☐2194Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))2195☐2196Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))2197Securities registered pursuant to Section 12(b) of the Act:2198Title of each class Trading Symbol(s) Name of each exchange on which registered2199Ordinary Shares, No Par Value FLEX The Nasdaq Stock Market L"22000001193125-12-463416,unregistered_sales,P2_2,307,"SALE OF EQUITY SECURITIES AND USE OF PROCEEDS22012202During the quarter ended September 30, 2012, pursuant to the OraSure Technologies, Inc. Stock Award Plan, and in connection with the vesting of restricted shares, we retired 4,942 shares of our2203common stock to satisfy minimum tax withholding obligations at an average price paid per share of $10.93.22042205Item 6. EXHIBITS22062207Exhibits are listed on the2208Exhibit Index following the signature page of this Report.220922103322112212SIGNATURES22132214Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the2215undersigned thereunto duly authorized.22162217ORASURE TECHNOLOGIES, INC.2218Date: November 9, 2012 /s/ Ronald H. Spair2219Ronald H. Spair2220Chief Operating Officer and2221Chief Financial Officer2222(Principal Financial Officer)2223/s/ Mark L. Kuna2224Date: November 9, 2012 Mark L. Kuna2225Senior Vice President, Finance and Controller2226(Principal Accounting Officer)222722283422292230EXHIBIT INDEX22312232Exhibit223331.1 Certification of Douglas A. Michels required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended.223431.2 Certification of Ronald H. Spair required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended.223532.1 Certification of Douglas A. Michels required by Rule 13a-14(b) or Rule 15d-14(b) under the Securities Exchange Act of 1934, as amended, and 18 U.S.C. Section 1350, as Adopted2236Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.22373"22380000950123-11-074425,unregistered_sales,P2_2,2249,"Sales of Equity2239Securities and Use of Proceeds2240— Refer to the2241“Capital Management” section within Management’s2242Discussion and Analysis in Part I for information regarding2243shares repurchased by the Company during the second quarter of22442011.22452246Item 6.2247Exhibits2248224912 Computation of Ratio of Earnings to Fixed Charges225031 .1 Certification of Chief Executive Officer pursuant to Rule225113a-14(a) under the Securities Exchange Act of 1934225231 .2 Certification of Chief Financial Officer pursuant to Rule225313a-14(a) under the Securities Exchange Act of 1934225432 Certification of Chief Executive Officer and Chief Financial2255Officer pursuant to 18 U.S.C. section 1350 as adopted2256pursuant to section 906 of the Sarbanes-Oxley Act of 20022257101 Financial statements from the Quarterly Report on Form 10-Q of2258the Company for the quarter ended June 30, 2011, formatted in2259Extensible Business Reporting Language: (i) the Consolidated2260Balance Sheet, (ii) the Consolidated Statement of Income, (iii)2261the Consolidated Statement of Shareholders’ Equity, (iv)2262the Consolidated Statement of Cash Flows and (v) the Notes to2263Consolidated Financial Statements.2264226568 U.S. Bancorp22662267Table of Contents22682269SIGNATURE22702271Pursuant to the requirements of the Securities Exchange Act of22721934, the Registrant has duly caused this report to be signed on2273its behalf by the undersigned, thereunto duly authorized.22742275U.S. BANCORP22762277By: /s/Craig2278E. Gifford22792280Craig E. Gifford22812282Controller22832284(Principal Accounting Officer and Duly Authorized Officer)22852286DATE: Au"22870001140361-23-012259,full_body,N/A,484,"false228800003573012289NY2290000035730122912023-03-1722922023-03-1722932294UNITED STATES22952296SECURITIES AND EXCHANGE COMMISSION22972298Washington, D.C. 2054922992300FORM23018-K23022303CURRENT REPORT PURSUANT23042305TO SECTION 13 OR 15(D) OF THE23062307SECURITIES EXCHANGE ACT OF 193423082309Date of Report (date of earliest event reported):2310March 17, 202323112312TrustCo Bank Corp NY23132314(Exact name of registrant as specified in its charter)23152316New York 0-10592 14-16302872317State or Other Jurisdiction of Incorporation or Organization Commission File No. I.R.S. Employer Identification Number231823195 SARNOWSKI DRIVE,2320GLENVILLE,NEW YORK 123022321(Address of principal executive offices) Zip Code23222323(23245182325)2326377-331123272328(Registrant’s Telephone Number,23292330Including Area Code)23312332NOT APPLICABLE23332334(Former Name or Former Address, if Changed Since Last Report)23352336Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the2337following provisions:23382339☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)23402341☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)23422343☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))23442345☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))23462347Securities registered pursuant to Section 12(b) of the Act:23482349Title of each class Trading Symbol(s) Name of each exchange on which registered2350Common Stock, $1.00 par valu"23510001193125-11-039172,changes_in_accounting,9,30,"IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND2352FINANCIAL DISCLOSURE.23532354There have been no2355changes in or disagreements with our independent registered public accounting firm on accounting or financial disclosures."23560000950123-10-074225,quantitative_disclosures,P1_3,274,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK23572358Interest Rate Risk23592360We invest in a limited number of financial instruments, which at June 30, 2010 consisted2361entirely of investments in money market accounts, denominated in United States dollars. At June 30,23622010, we did not hold any investments in fixed rate interest earning investments which would be2363subject to market value adjustments resulting from fluctuations in interest rates.23642365Additionally, we have access to a line of credit borrowing facility which bears interest at2366varying rates, ranging from LIBOR plus 1.5% to prime. At June 30, 2010, there was no amount2367outstanding under the line of credit and the available borrowing under the line of credit was $10.02368million. We have not borrowed any funds under the line of credit since its inception, however,2369should we need to do so in the future, such borrowings could be subject to adverse or favorable2370changes in the underlying interest rate.23712372Exchange Rate Risk23732374Our results of operations and cash flows are subject to fluctuations due to changes in foreign2375currency exchange rates, particularly changes in the Euro related to transactions performed by2376TASER Europe. To date, we have not engaged in any currency hedging activities, although we may do2377so in the future. Fluctuations in currency exchange rates could harm our business in the future.23782379The majority of our sales to our international customers are transacted in United States dollars2380and therefore, are not subject to exchange r"23810001590750-19-000059,unregistered_sales,P2_2,627,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS2382Not applicable.2383ITEM 3. DEFAULTS UPON SENIOR SECURITIES2384Not applicable.2385ITEM 4. MINE SAFETY DISCLOSURES2386Not applicable.2387ITEM 5. OTHER INFORMATION2388Not applicable.2389722390Table of Contents2391ITEM 6. EXHIBITS2392The exhibits listed in the Exhibit Index are required by Item 601 of Regulation S-K. The SEC file number for all items incorporated by reference herein from reports on Forms 10-K, 10-Q, and 8-K is 001-36483.2393Incorporated by Reference2394ExhibitNumber Description of Exhibit Form Filing Date Number Filed Herewith23953.1 Certificate of Incorporation of the Registrant. 10-Q 08/14/2014 3.123963.2 Certificate of Amendment of Certificate of Incorporation of the Registrant. S-4 12/02/2016 3.323973.3 Certificate of Amendment of Certificate of Incorporation of the Registrant. 8-K 02/13/2017 3.123983.4 Certificate of Amendment of Certificate of Incorporation of the Registrant. 8-K 02/13/2017 3.223993.5 Amended and Restated Bylaws of the Registrant. 10-Q 08/15/2016 3.124003.6 Amendment to the Amended and Restated Bylaws of the Registrant. 8-K 02/13/2017 3.324013.7 Certificate of Ownership and Merger of the Registrant. 8-K 02/13/2017 3.424024.1 Specimen Common Stock Certificate. S-1 03/19/2014 4.1240310.1† Amendment to Research Subaward Agreement, entered into as of October 11, 2019 and effective as of August 12, 2019, by and between Registrant and Yale University, as amended. Ÿ240410.2 Assignment and Assumption Agreement, dated as of October 28, 2019, by and between the Registr"24050000882184-23-000015,controls_and_procedures,P1_4,224,"AND PROCEDURES2406Evaluation of Disclosure Controls and Procedures2407As of the end of the period covered by this report, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of the Company’s disclosure controls and procedures as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934. Based on that evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures as of December 31, 2022 were effective in providing reasonable assurance that information required to be disclosed in the reports the Company files, furnishes, submits or otherwise provides the SEC under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that information required to be disclosed in reports filed by the Company under the Exchange Act is accumulated and communicated to the Company’s management, including the CEO and CFO, in such a manner as to allow timely decisions regarding the required disclosure.2408There have been no changes in the Company’s internal controls over financial reporting during the quarter ended December 31, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.2409552410Table of Contents2411PART II. OTHER INFORMATION"24120001437749-23-011533,risk_factors,P2_1A,87,"Factors24132414In addition to other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1A. Risk Factors in Corning’s 2022 Form 10-K, which could materially impact the Company’s business, financial condition or future results. Risks disclosed in the 2022 Form 10-K are not the only risks facing the Company. Additional risks and uncertainties not currently known to us or that we currently deem immaterial may materially adversely impact Corning’s business, financial condition or operating results.241524163824172418Table of Contents"24190001578732-23-000013,financial_statements,8,23,"Statements and Supplementary Data2420See pages beginning at F-1.2421Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure2422None."24230001300514-23-000005,full_body,N/A,613,"lvs-20230125242400013005142425false2426000130051424272023-01-2524282023-01-252429UNITED STATES2430SECURITIES AND EXCHANGE COMMISSION2431WASHINGTON, D.C. 205492432FORM24338-K24342435CURRENT REPORT2436PURSUANT TO SECTION 13 OR 15(d) OF THE2437SECURITIES EXCHANGE ACT OF 19342438Date of Report (Date of earliest event reported)2439January 25, 202324402441LAS VEGAS SANDS CORP.2442(Exact name of registrant as specified in its charter)2443Nevada2444(State or other jurisdiction of incorporation)2445001-32373 27-00999202446(Commission File Number) (IRS Employer Identification No.)24475500 Haven Street2448Las Vegas, Nevada 891192449(Address of principal executive offices) (Zip Code)2450(24517022452)2453923-900024542455(Registrant's Telephone Number, Including Area Code)2456NOT APPLICABLE24572458(Former Name or Former Address, if Changed Since Last Report)2459Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (2460see2461General Instruction A.2. below):2462☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)2463☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)2464☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))2465☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))2466Securities registered pursuant to Section 12(b) of the Act:2467Title of each class Trading Symbol(s) Name of each exchange on which registered2468Common Stoc"24690001193125-11-039822,md_and_a,7,22993,"Discussion and Analysis of Financial Condition2470and Results of Operations24712472The following is a discussion and analysis of our financial position and results of operations2473for each of the three years in the period ended December 31, 2010, prior to the separation of Motorola Mobility. This commentary should be read in conjunction with our consolidated financial statements and the notes thereto appearing under2474“Item 8: Financial Statements and Supplementary Data.”24752476Executive Overview24772478What businesses are we in?24792480Through December 31, 2010, the Company reported financial results for three operating business segments, which were comprised of two main2481business units. Following the Separation of Motorola Mobility on January 4, 2011, only the Enterprise Mobility Solutions segment remains part of the Company.24822483Motorola Solutions24842485• TheEnterprise Mobility Solutionssegment designs, manufactures, sells, installs and services analog and digital two-way radios, wireless LAN2486and security products, voice and data communications products and systems primarily for private networks, wireless broadband systems and end-to-end enterprise mobility solutions to a wide range of customers, including government and public safety2487agencies (which, together with all sales to distributors of two-way communication products, are referred to as the “government and public safety market”), as well as retail, energy and utilities, transportation, manufacturing, healthcare2488and other commercial customers (which, coll"24890000769397-13-000007,controls_and_procedures,9A,503,"AND PROCEDURES2490Evaluation of Disclosure Controls and Procedures2491Our management evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Annual Report on Form 10-K. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective at the reasonable assurance level to ensure that information we are required to disclose in reports that we file or submit under the Securities Exchange Act of 1934, as amended (i) is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms; and (ii) is accumulated and communicated to Autodesk’s management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Our disclosure controls and procedures are designed to provide reasonable assurance that such information is accumulated and communicated to our management.2492Changes in Internal Control Over Financial Reporting2493There were no changes in our internal controls over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended) during the quarter ended2494January 31, 20132495that have materially affected, or are reasonably likely to materially affect, o"24960001398659-22-000009,market_for_equity,5,662,"for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities2497Stock Price Information and Stockholders2498The principal market on which the Company’s common shares are traded is the New York Stock Exchange under the symbol “G.” As of January 31, 2022, there were 37 holders of record of our common shares.2499The following graph and table compare the performance of an investment in our common shares (measured as the cumulative total shareholder return) with investments in the S&P 500 Index (market capitalization weighted) and a peer group of companies for the period from January 1, 2017 to December 31, 2021. The selected peer group for the period presented is comprised of six companies that we believe are our closest reporting issuer competitors: Accenture plc, Cognizant Technology Solutions Corp., ExlService Holdings, Inc., Infosys Technologies Limited, Wipro Technologies Limited, and WNS (Holdings) Limited. The returns of the component entities of our peer group index are weighted according to the market capitalization of each company as of the end of each period for which a return is presented. The returns assume that $100 was invested on December 31, 2016 and that all dividends were reinvested. The performance shown in the graph and table below is historical and should not be considered indicative of future price performance.250025014125023/31/17 6/30/17 9/30/17 12/31/17 3/31/182503Genpact 101.98 114.88 118.93 131.54 132.902504Peer Group 104.37 108.70 116"25050001659166-21-000199,risk_factors,P2_1A,474,"FACTORS2506Information regarding risk factors appears in “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Information Relating to Forward-Looking Statements,” in Part I - Item 2 of this Form 10-Q and in the “Risk Factors” section of our 2020 Annual Report on Form 10-K. There were no material changes during the quarter ended July 2, 2021 to the risk factors reported in the “Risk Factors” section of our 2020 Annual Report on Form 10-K.2507462508Table of Contents2509ITEM 6. EXHIBITS2510ExhibitNumber Description25113.1 Restated Certificate of Incorporation of Fortive Corporation.25123.2 Amended and Restated Bylaws of Fortive Corporation (incorporated by reference to Exhibit 3.2 to Fortive Corporation’s Current Report on Form 8-K filed on June11, 2021, File No 1-37654).251331.1 Certification of Chief Executive Officerpursuant toSection 302 of the Sarbanes-Oxley Act of 2002.251431.2 Certification of Chief Financial Officerpursuant toSection 302 of the Sarbanes-Oxley Act of 2002.251532.1 Certification of Chief Executive Officerpursuant toSection 906 of the Sarbanes-Oxley Act of 2002.251632.2 Certification of Chief Financial Officerpursuant toSection 906 of the Sarbanes-Oxley Act of 2002.2517101.INS XBRL Instance Document (1) - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.2518101.SCH Inline XBRL Taxonomy Extension Schema Document (1)2519101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Docume"25200000950123-11-096922,md_and_a,P1_2,36,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF2521OPERATIONS25222523The information required by this item is filed as part of this Form 10-Q. See Index to Financial2524Information at page F-1 of this Form 10-Q."25250001193125-20-129324,unregistered_sales,P2_2,510,"Sales of Equity Securities and Use of Proceeds25262527The table below presents purchases made by or on behalf of Group Inc. or any “affiliated purchaser” (as defined in Rule252810b-18(a)(3)2529under the Exchange Act) of our common stock during the three months ended March 2020.25302531Total Shares Purchased Average Price Paid Per Share Total Shares Purchased as Part of a Publicly Announced Program Maximum Shares That May Yet Be Purchased Under the Program2532January 4,985,018 $241.74 4,981,542 52,869,3722533February 3,175,610 $227.90 3,175,610 49,693,7622534March – – – 49,693,7622535Total 8,160,628 8,157,15225362537In the table above, total shares purchased during January 2020 included 3,476 shares remitted to satisfy statutory withholding taxes on the delivery of equity-based awards.25382539Since March 2000, our Board has approved a repurchase program authorizing repurchases of up to 605 million shares of our common stock. The repurchase program is effected primarily through regular open-market purchases (which may include repurchase plans designed to comply with Rule254010b5-12541and accelerated share repurchases), the amounts and timing of which are determined primarily by our current and projected capital position, but which may also be influenced by general market conditions and the prevailing price and trading volumes of our common stock. The repurchase program has no set expiration or termination date. Prior to repurchasing common stock, we must receive confirmation that the FRB does not object to such capital actio"25420001366868-17-000090,financial_statements,P1_1,13436,"Statements.25432544GLOBALSTAR, INC.2545CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)2546(In thousands, except per share data)2547(Unaudited)25482549Three Months Ended Nine Months Ended2550September 30,2017 September 30,2016 September 30,2017 September 30,20162551Revenue:2552Service revenues $ 26,069 $ 21,952 $ 71,851 $ 61,6712553Subscriber equipment sales 4,389 3,592 11,382 10,7952554Total revenue 30,458 25,544 83,233 72,4662555Operating expenses:2556Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) 9,315 8,373 27,325 23,9012557Cost of subscriber equipment sales 2,905 2,411 7,779 7,4752558Marketing, general and administrative 9,616 10,077 28,650 30,1372559Depreciation, amortization and accretion 19,415 19,446 57,984 57,8252560Total operating expenses 41,251 40,307 121,738 119,3382561Loss from operations (10,793 ) (14,763 ) (38,505 ) (46,872 )2562Other income (expense):2563Loss on extinguishment of debt (6,306 ) — (6,306 ) —2564Gain on equity issuance — 4,272 2,670 2,3492565Interest income and expense, net of amounts capitalized (8,954 ) (8,866 ) (26,632 ) (27,020 )2566Derivative gain 78,840 10,982 4,933 50,1372567Other (314 ) (505 ) (2,440 ) (581 )2568Total other income (expense) 63,266 5,883 (27,775 ) 24,8852569Income (loss) before income taxes 52,473 (8,880 ) (66,280 ) (21,987 )2570Income tax expense (benefit) 67 (6,303 ) 209 (6,562 )2571Net income (loss) $ 52,406 $ (2,577 ) $ (66,489 ) $ (15,425 )2572Other comprehensive income (loss):2573Foreign currency translation adjustments (902 )"25740001564590-21-005638,full_body,N/A,454,"lxu-8k_20210211.htm25752576false25772578000006071425792580true258125820000060714258325842021-02-11258525862021-02-1125872588000006071425892590us-gaap:CommonStockMember259125922021-02-11259325942021-02-1125952596000006071425972598us-gaap:PreferredStockMember259926002021-02-11260126022021-02-1126032604UNITED STATES26052606SECURITIES AND EXCHANGE COMMISSION26072608WASHINGTON, D.C. 2054926092610FORM26118-K26122613CURRENT REPORT26142615Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193426162617Date of report (Date of earliest event reported2618):2619February 11, 202126202621LSB INDUSTRIES, INC.26222623(Exact name of registrant as specified in its charter)26242625Delaware 1-7677 73-10152262626(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)26273503 NW 63rd Street,Suite 500,Oklahoma City,Oklahoma 731162628(Address of principal executive offices) (Zip Code)26292630Registrant’s telephone number, including area code (26314052632)2633235-454626342635Not applicable26362637(Former name or former address, if changed since last report)26382639Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):26402641☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)26422643☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)26442645☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))26462647☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act "26480001437749-26-000408,full_body,N/A,607,"fdbc20251231_8k.htm26492650false265126520001098151265326540001098151265526562026-01-02265726582026-01-0226592660UNITED STATES26612662SECURITIES AND EXCHANGE COMMISSION26632664Washington, D.C. 2054926652666FORM26678-K26682669CURRENT REPORT26702671Pursuant to Section 13 or 15(d)26722673of the Securities Exchange Act of 193426742675Date of Report (Date of earliest event reported):2676January 2, 202626772678FIDELITY D & D BANCORP, INC.26792680(Exact name of Registrant as specified in its charter)26812682Pennsylvania 001-38229 23-30176532683(State or otherjurisdiction ofincorporation) (CommissionFile Number) (IRS EmployerIdentification No.)26842685Blakely and Drinker Streets,Dunmore,PA 185122686(Address of principal executive offices) (Zip Code)26872688Registrant’s telephone number, including area code:2689(26905702691)2692342-828126932694Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (2695see2696General Instruction A.2. below):26972698☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)26992700☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)27012702☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))27032704☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))27052706Securities registered pursuant to Section 12(b) of the Act:27072708Title of each class Trading Symbol(s) Name of each exchange on which registered2709Common Stock, no par value FDBC TheNASDAQStock Ma"27100001181431-10-013908,full_body,N/A,309,"Prepared By R.R. Donnelley Financial -- Form 8-K27112712UNITED STATES27132714SECURITIES AND EXCHANGE COMMISSION27152716Washington, D.C. 2054927172718Form 8-K27192720CURRENT REPORT27212722Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193427232724Date of Report (Date of earliest event reported): 03/04/201027252726The Gap, Inc.27272728(Exact name of registrant as specified in its charter)27292730Commission File Number: 1-756227312732Delaware 94-16972312733(State or other jurisdiction of (IRS Employer2734incorporation) Identification No.)273527362 Folsom Street2737San Francisco, CA 9410527382739(Address of principal executive offices, including zip code)27402741(650) 952-440027422743(Registrant’s telephone number, including area code)27442745(Former name or former address, if changed since last report)27462747Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:27482749[ ]2750Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)27512752[ ]2753Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)27542755[ ]2756Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))27572758[ ]2759Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))27602761Item 7.01. Regulation FD Disclosure27622763On March 4, 2010, The Gap, Inc. (the ""Company"") issued a press release announcing the Company's sales for the fiscal month ended February 27, 2010. A copy of this pr"27640001558370-22-003733,properties,2,207,"We lease approximately 21,000 square feet of office space at 500 Cummings Center, Beverly, MA 01915 for our corporate headquarters. Worldwide, we utilize the following approximate square footage of space for our operations:2765​ ​ ​ ​ ​ ​2766​ ​ ​2767​ ​ International ​ ​ ​2768Type of space ​ Telecom ​ US Telecom ​2769Office 336,005 ​ 214,709 ​2770Retail stores 32,352 ​ 4,025 ​2771Technical operations 2,034,712 ​ 294,459 ​2772All of the above locations are leased except for the office and technical space within our International Telecom segment, which we own. As of December 31, 2021, we operated seven retail stores in our US Telecom segment and twenty one retail stores in our International Telecom segment.2773Our offices and technical operations are in the following locations:2774​ ​ ​ ​2775​ ​ ​ ​2776International Telecom ​ US Telecom ​2777Georgetown, Guyana Little Rock, AR2778Bermuda Castle Rock, CO2779US Virgin Islands Atlanta, GA2780Cayman Islands ​ Anchorage, AK ​2781​2782Within our communications operations, we globally own approximately 350 towers, lease an additional approximate 390 towers and have 6 switch locations within rented locations. We consider our owned and leased properties to be suitable and adequate for our business operations.2783​"27840001193125-13-327422,unregistered_sales,P2_2,986,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS27852786None.27872788ITEM 3. DEFAULTS UPON SENIOR SECURITIES27892790Not applicable.27912792ITEM 4. MINE SAFETY DISCLOSURES27932794Not applicable.27952796ITEM 5. OTHER INFORMATION27972798Items Not Reported Under Form 8-K27992800On May 20, 2013, we gave notice to CuraScript, Inc. and CuraScript SD Specialty Distribution (collectively referred to as CuraScript), our previous specialty pharmacy and specialty distributor,2801respectively, of our intent to terminate our agreements with them effective July 20, 2013. Prior to our agreement with Centric Health Resources, Inc. (Centric), CuraScript was our sole specialty pharmacy customer. As of June 30, 2013, we2802recorded a return reserve estimate of $300,000 for inventory that CuraScript had purchased from us but now has the right to return as a result of this termination. This amount is reflected as an adjustment to net revenue in our Statement of2803Comprehensive Loss for the three- and six-month periods ended June 30, 2013. Specialty pharmacy services are now being provided by Centric. Specialty distribution services are now being provided by ASD Healthcare.28042805In addition, on May 20, 2013, we also gave notice to United BioSource Corporation, our patient registry and reimbursement services2806provider, of our intent to terminate our agreement with them effective July 1, 2013. These services are now being provided by Centric.28072808ITEM 6. EXHIBITS28092810ExhibitNumber Description of Document28113.1 Amended and Restated Certificate of Incorporation, as amende"28120000014930-25-000119,full_body,N/A,1166,"bcorp-20251023281300000149302814False2815Chicago Stock Exchange, Inc.2816000001493028172025-10-2328182025-10-23281900000149302820us-gaap:CommonStockMember2821exch:XCHI28222025-10-2328232025-10-23282400000149302825us-gaap:CommonStockMember2826exch:XNYS28272025-10-2328282025-10-23282900000149302830bcorp:A6.500SeniorNotesdue2048Member28312025-10-2328322025-10-23283300000149302834bcorp:A6.375SeniorNotesdue2049Member28352025-10-2328362025-10-23283700000149302838exch:XCHI28392025-10-2328402025-10-232841UNITED STATES2842SECURITIES AND EXCHANGE COMMISSION2843WASHINGTON, DC 205492844________________________2845FORM28468-K28472848CURRENT REPORT2849Pursuant to Section 13 or 15(d) of the2850Securities Exchange Act of 19342851Date of report (Date of earliest event reported):2852October 23, 20252853BRUNSWICK CORPORATION28542855(Exact Name of Registrant Specified in Charter)2856Delaware 001-01043 36-08481802857(State or OtherJurisdiction ofIncorporation) (Commission FileNumber) (I.R.S. EmployerIdentification No.)285826125 N. Riverwoods Blvd., Suite 500 60045-34202859Mettawa Illinois2860(Address of Principal Executive Offices) (Zip Code)2861Registrant’s telephone number, including area code:2862(847)28632864735-470028652866N/A2867(Former Name or Former Address, if Changed Since Last Report)2868Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:2869☐2870Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)2871☐2872Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)2873☐2874Pre-commencement c"28750001193125-22-068188,full_body,N/A,1384,"8-K28762877M&T BANK CORP28782879false288028810000036270288228830000036270288428852022-03-04288628872022-03-0428882889UNITED STATES28902891SECURITIES AND EXCHANGE COMMISSION28922893Washington, D. C. 2054928942895FORM28968-K28972898CURRENT REPORT28992900Pursuant to Section 13 or 15(d)29012902of the Securities Exchange Act of 193429032904Date of Report (Date of earliest event reported):2905March 4, 202229062907M&T BANK CORPORATION29082909(Exact name of registrant as specified in its charter)29102911New York29122913(State or other jurisdiction29142915of incorporation)291629171-9861 16-09683852918(CommissionFile Number) (I.R.S. EmployerIdentification No.)2919One M&T Plaza,Buffalo,New York 142032920(Address of principal executive offices) (Zip Code)29212922Registrant’s telephone number, including area code:2923(716)29242925635-400029262927(NOT APPLICABLE)29282929(Former name or former address, if changed since last report)29302931Check the appropriate box below if the Form29328-K2933filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):29342935☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)29362937☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)29382939☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))29402941☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))29422943Securities registered pursuant to Section 12(b) of the Act:29442945Title of Each Class TradingSymbols Name of Each Exchangeon Which Registered2946Com"29470000950170-24-050701,unregistered_sales,P2_2,299,"Sales of Equity Securities and Use of Proceeds.29482949None.29502951Item 5. Other Information.29522953During the three months ended March 31, 2024, no director or officer of the Registrants2954adopted2955or2956terminated2957a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.29582959Item 6. Exhibits.29602961Exhibit No. Description OGE Energy OG&E296231.01+ Certifications Pursuant to Rule 13a-14(a)/15d-14(a) As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X296331.02+ Certifications Pursuant to Rule 13a-14(a)/15d-14(a) As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X296432.01+ Certification Pursuant to 18 U.S.C. Section 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X296532.02+ Certification Pursuant to 18 U.S.C. Section 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X2966101.INS Inline XBRL Instance Document - the instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document. X X2967101.SCH Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents. X X2968104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document (included in Exhibit 101). X X2969+ Represents exhibits filed herewith. All exhibits not so designated are incorporated by reference to a prior filing, as indicated.297029714129722973SIGNATURE29742975Pursuant to the requirements of the Secur"29760001104659-18-068775,full_body,N/A,513,"UNITED STATES29772978SECURITIES AND EXCHANGE COMMISSION29792980Washington, D.C. 2054929812982FORM 8-K29832984CURRENT REPORT29852986Pursuant to Section 13 or 15(d)29872988of the Securities Exchange Act of 193429892990Date of Report (Date of earliest event reported):2991November 12, 201829922993QUANTERIX CORPORATION29942995(Exact name of registrant as specified in its charter)29962997Delaware 001-38319 20-89579882998(State or other jurisdictionof incorporation) (Commission File Number) (IRS EmployerIdentification No.)29993000113 Hartwell AvenueLexington, MA 024213001(Address of principal executive offices) (zip code)30023003Registrant’s telephone number, including area code:3004(617) 301-940030053006Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:30073008o30093010Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)30113012o30133014Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)30153016o30173018Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))30193020o30213022Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))30233024Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).30253026Emerging Growth Company3027x30283029If an emerging growth company, indicate by check mark if the regis"30300000822416-13-000037,controls_and_procedures,P1_4,145,"and Procedures3031Disclosure Controls and Procedures3032Management, including our Chairman, President and Chief Executive Officer and Executive Vice President and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of3033June 30, 20133034. Based upon, and as of the date of, that evaluation, our Chairman, President and Chief Executive Officer and Executive Vice President and Chief Financial Officer concluded that the disclosure controls and procedures were effective as of3035June 30, 20133036.3037Management is responsible for establishing and maintaining effective internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). There was no change in our internal control over financial reporting during the quarter ended3038June 30, 20133039that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.3040PART II. OTHER INFORMATION"30410000016918-21-000060,risk_factors,1A,9414,"Factors3042In addition to information discussed elsewhere in this report, you should carefully consider the following factors, as well as additional factors not presently known to us or that we currently deem to be immaterial, which could materially affect our business, liquidity, financial condition, and/or results of operations in present and/or future periods.3043Operational Risks3044Supply of quality water, agricultural, and other raw materials, certain raw materials and packaging materials purchased under short-term supply contracts, limited group of suppliers of glass bottles3045The quality and quantity of water available for use is important to the supply of our agricultural raw materials and our ability to operate our business. Water is a limited resource in many parts of the world and if climate patterns change and droughts become more severe, there may be a scarcity of water or poor water quality which may affect our production costs or impose capacity constraints. We are dependent on sufficient amounts of quality water for operation of our breweries, wineries, and distilleries, as well as to irrigate our vineyards and conduct our other operations. The suppliers of the agricultural raw materials we purchase are also dependent upon sufficient supplies of quality water for their vineyards and fields. If water available to our operations or the operations of our suppliers becomes scarce or the quality of that water deteriorates, we may incur increased production costs or face manu"30460001193125-13-425215,risk_factors,P2_1A,23,"Factors30473048Under SEC rules and regulations, as a smaller reporting company we are not required to provide the information required by this item."30490001158449-22-000176,legal_proceedings,P2_1,248,"PROCEEDINGS3050On February 6, 2018, a putative class action on behalf of purchasers of our securities who purchased or otherwise acquired their securities between November 14, 2016 and August 15, 2017, inclusive (the “Class Period”), was commenced against us and certain of our current and former officers in the U.S. District Court for the District of Delaware. The plaintiff alleged that the defendants failed to disclose material adverse facts about our financial well-being, business relationships, and prospects during the alleged Class Period in violation of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. On February 7, 2020, the court granted in part and denied in part our motion to dismiss. On November 6, 2020, the court granted the plaintiff’s motion for class certification. On March 15, 2021, we moved for reconsideration of the order denying in part our motion to dismiss, and on October 15, 2021, we filed a motion for summary judgment, seeking full dismissal of the case. Following mediation, on November 5, 2021, the parties executed a confidential binding term sheet to settle all claims and on December 23, 2021, the parties executed a settlement agreement fully documenting their agreement. The settlement agreement received preliminary approval from the court on January 11, 2022 and remains subject to final court approval. The settlement amount of $49.3 million will be fully covered by our insurance carriers, and the settlement is s"30510000062709-23-000075,controls_and_procedures,P1_4,126,"& Procedures.3052a. Evaluation of Disclosure Controls and Procedures3053Based on their evaluation, as of the end of the period covered by this report, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934) are effective.3054b. Changes in Internal Control3055There were no other changes in the Company’s internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) or 15d-15(d) under the Securities Exchange Act of 1934 that occurred during the Company’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.3056573057PART II. OTHER INFORMATION"30580001193125-16-621384,full_body,N/A,841,"8-K30593060UNITED STATES30613062SECURITIES AND EXCHANGE COMMISSION30633064Washington, D.C. 2054930653066FORM 8-K30673068CURRENT REPORT30693070Pursuant to Section 13 OR 15(d)30713072of the Securities Exchange Act of 193430733074Date of Report (Date of earliest event reported): June 8, 201630753076UNITED CONTINENTAL HOLDINGS, INC.30773078(Exact name of registrant as specified in its charter)30793080Delaware 001-06033 36-26752073081(State or other jurisdictionof incorporation) (Commission File Number) (IRS EmployerIdentification Number)30823083233 S. Wacker Drive, Chicago, IL 606063084(Address of principal executive offices) (Zip Code)30853086(827) 825-400030873088(Registrant’s telephone number, including area code)30893090(Former name or former address, if changed since last report)30913092Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the3093following provisions:30943095¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)30963097¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)30983099¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))31003101¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))31023103Item 5.07 Submission of Matters to a Vote of Security Holders.31043105On June 8, 2016, United Continental Holdings, Inc. (the “Company”) held its 2016 Annual Meeting of Stockholders (the3106“Annual Meeting”). The proposals submitted to the stockhol"31070000920522-17-000089,controls_and_procedures,P1_4,458,"and Procedures3108Essex Property Trust, Inc.3109As of3110September 30, 20173111, Essex carried out an evaluation, under the supervision and with the participation of management, including Essex’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of Essex's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based upon that evaluation, Essex’s Chief Executive Officer and Chief Financial Officer concluded that as of3112September 30, 20173113, Essex's disclosure controls and procedures were effective to ensure that the information required to be disclosed by Essex in the reports that Essex files or submits under the Exchange Act was recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and that such disclosure controls and procedures were also effective to ensure that information required to be disclosed in the reports that Essex files or submits under the Exchange Act is accumulated and communicated to Essex’s management, including Essex’s Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.3114There were no changes in Essex’s internal control over financial reporting, that occurred during the quarter ended3115September 30, 20173116, that have materially affected, or are reasonably likely to materially affect, Essex’s internal control over financial reporting.3117Essex Portfolio, L.P.3118As of3119Sept"31200001227654-10-000019,controls_and_procedures,P1_4,548,"and Procedures31213122Evaluation of Disclosure Controls and Procedures –3123As of the end of the period covered by this report, an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) was performed under the supervision and with the participation of the Company’s management, including the CEO and CFO. Based on that evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures were effective as of March 31, 2010 to ensure that information required to be disclosed in the reports it files and submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within3124the time periods specified in the SEC's rules and forms.31253126Changes in Internal Control Over Financial Reporting -3127There has been no change in the Company’s internal control over financial reporting during the most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.31283129PART II. OTHER INFORMATION31303131It3132em 1.3133Legal Proceedings31343135The Company from time to time is involved in various routine legal proceedings. These primarily involve commercial claims, product liability claims, personal injury claims and workers’ compensation claims. We cannot predict the outcome of these lawsuits, legal proceedings and claims with certainty. Nevertheless, we be"31360000049196-26-000066,controls_and_procedures,P1_4,285,"and Procedures3137Disclosure Controls and Procedures3138Huntington maintains disclosure controls and procedures designed to ensure that the information required to be3139disclosed in the reports that it files or submits under the Securities Exchange Act of 1934, as amended (the Exchange3140Act), is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and3141forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure3142that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is3143accumulated and communicated to the issuer’s management, including its principal executive and principal financial3144officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required3145disclosure. Huntington’s management, with the participation of its Chief Executive Officer and Chief Financial3146Officer, evaluated the effectiveness of Huntington’s disclosure controls and procedures (as such term is defined in3147Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of3148June 30, 20263149. Based upon such evaluation,3150Huntington’s Chief Executive Officer and Chief Financial Officer have concluded that, as of3151June 30, 20263152,3153Huntington’s disclosure controls and procedures were effective.3154Changes in Internal Controls Over Financial Reporting3155There have not been any changes in our internal control over financial reporting (as such "31560001193125-17-065734,market_for_equity,5,832,"FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES31573158Our common stock trades on The NASDAQ Global Select Market under the symbol ACIW. The following table sets forth, for the periods indicated, the high and low3159sale prices of our common stock as reported by The NASDAQ Global Select Market:31603161Year endedDecember 31, 2016 Year endedDecember 31, 20153162High Low High Low3163Fourth quarter $ 20.04 $ 17.01 $ 24.36 $ 20.963164Third quarter $ 19.85 $ 17.87 $ 24.40 $ 20.723165Second quarter $ 21.78 $ 18.54 $ 25.59 $ 21.483166First quarter $ 20.79 $ 16.23 $ 21.90 $ 17.8431673168As of February 24, 2016, there were 295 holders of record of our common stock. A substantially greater number of holders3169of our common stock are “street name” or beneficial holders, whose shares are held of record by banks, brokers, and other financial institutions.31703171Dividends31723173We have never declared nor paid cash dividends3174on our common stock. We do not presently anticipate paying cash dividends. However, any future determination relating to our dividend policy will be made at the discretion of our board of directors and will depend upon our financial condition,3175capital requirements, and earnings, as well as other factors the board of directors may deem relevant. The terms of our current Credit Facility may restrict the payment of dividends subject to us meeting certain financial metrics and being in3176compliance with the events of default provisions of the agreement.317731782431793180Table of Co"31810001628280-20-014763,full_body,N/A,876,"Document3182UNITED STATES3183SECURITIES AND EXCHANGE COMMISSION3184Washington, D.C. 205493185FORM 8-K3186CURRENT REPORT3187Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 19343188Date of Report (date of earliest event reported): October 26, 20203189SLM CORPORATION3190(Exact name of registrant as specified in its charter)3191Delaware 001-13251 52-20138743192(State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.)3193300 Continental Drive Newark, Delaware 197133194(Address of principal executive offices) (Zip Code)3195Registrant's telephone number, including area code:3196(302) 451-02003197(Former name or former address, if changed since last report)3198Securities registered pursuant to Section 12(b) of the Act:3199Title of each class Trading Symbol(s) Name of each exchange on which registered3200Common stock, par value $.20 per share SLM The NASDAQ Global Select Market3201Floating Rate Non-Cumulative Preferred Stock, Series B, par value $.20 per share SLMBP The NASDAQ Global Select Market3202Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:3203☐32043205Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)3206☐32073208Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)3209☐32103211Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))3212☒32133214Pre-commenc"32150001564590-19-036187,financial_statements,P1_1,7580,"STATEMENTS32163217ENNIS, INC. AND SUBSIDIARIES32183219UNAUDITED CONSOLIDATED BALANCE SHEETS32203221(in thousands3222)32233224August 31, February 28,32252019 20193226Assets3227Current assets3228Cash $ 52,500 $ 88,4423229Accounts receivable, net of allowance for doubtful receivables of $937 at August 31, 2019 and $1,020 at February 28, 2019 43,689 40,3573230Prepaid expenses 974 1,7603231Prepaid income taxes 769 1953232Inventories 39,108 35,4113233Total current assets 137,040 166,1653234Property, plant and equipment3235Plant, machinery and equipment 155,977 146,0013236Land and buildings 58,124 56,3943237Other 24,050 23,8383238Total property, plant and equipment 238,151 226,2333239Less accumulated depreciation 177,632 173,0993240Net property, plant and equipment 60,519 53,1343241Operating lease right-of-use assets 20,818 —3242Goodwill 82,950 81,6343243Intangible assets, net 60,713 61,2723244Net pension asset 580 5803245Other assets 268 3003246Total assets $ 362,888 $ 363,08532473248See accompanying notes to consolidated financial statements.32493250332513252ENNIS, INC. AND SUBSIDIARIES32533254UNAUDITED CONSOLIDATED BALANCE SHEETS-Continued32553256(in thousands, except for par value and share amounts3257)32583259August 31, February 28,32602019 20193261Liabilities and Shareholders’ Equity3262Current liabilities3263Accounts payable $ 17,908 $ 13,7283264Accrued expenses 15,144 17,8953265Current portion of operating lease liabilities 5,302 —3266Total current liabilities 38,354 31,6233267Long-term debt — 30,0003268Deferred income taxes 11,746 10,8983269Operating lease liabilities, net of current portion 15,246 —3270Other liabilities 1,525 1,4373271To"32720000927653-23-000062,risk_factors,P2_1A,56,"Factors.3273Other than factual updates discussed in this Quarterly Report on Form 10-Q, there have been no material changes for the period covered by this Quarterly Report on Form 10-Q to the risk factors disclosed in Part I of Item 1A of our Annual Report on Form 10-K for the fiscal year ended March 31, 2023."32740001069157-22-000090,full_body,N/A,430,"ewbc-20221205327500010691573276false3277000106915732782022-12-0532792022-12-053280UNITED STATES3281SECURITIES AND EXCHANGE COMMISSION3282Washington, D.C. 2054932833284FORM32858-K32863287CURRENT REPORT3288Pursuant to Section 13 OR 15(d) of3289The Securities Exchange Act of 19343290Date of Report (Date of earliest event reported)3291December 5, 202232923293EAST WEST BANCORP, INC.32943295(Exact name of registrant as specified in its charter)3296Delaware32973298(State or other jurisdiction of incorporation)3299000-2493933003301(Commission File Number)330295-470331633033304(IRS Employer Identification No.)3305135 North Los Robles Ave.3306,33077th Floor3308,3309Pasadena3310,3311California331233139110133143315(Address of principal executive offices) (Zip code)3316(33176263318)3319768-600033203321(Registrant’s telephone number, including area code)3322Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:3323☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)3324☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)3325☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))3326☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))3327Securities registered pursuant to Section 12(b) of the Act:3328Title of each class Trading Symbol(s) Name of each exchange on which registered3329Common Stock, par value $0.001 per share EWBC The Nasdaq Global Select Market3330Indicate by"33310000950170-22-022184,risk_factors,P2_1A,1059,"Factors 253332Item 5 Other Information 453333Item 6. Exhibits 463334Signatures 4733353336i33373338RISK FACT3339OR SUMMARY33403341Our business is subject to numerous risks, as more fully described in Part II, Item 1A titled “Risk Factors.” You should read these risks before you invest in our common stock. We may be unable, for many reasons, including those that are beyond our control, to implement or execute our business strategy. In particular, risks associated with our business include, among others:33423343•3344Global macroeconomic conditions have harmed and may continue to harm our business;33453346•3347We are subject to the cyclical nature of the semiconductor industry;33483349•3350The third parties we rely upon for our raw materials, engineered materials, wafer fabrication and supply, assembly, packaging and testing may be unable to secure raw materials, reduce their resources available to us and our immediate suppliers, not meet satisfactory yields or quality, or increase pricing, which could harm our ability to ship our solutions to our customers on time and in the quantity required which could cause an unanticipated decline in our sales and loss of customers;33513352•3353A portion of our operations is located outside of the United States, which subjects us to additional risks, including increased complexity and costs of managing international operations and geopolitical instability;33543355•3356We currently depend on one end customer for a large portion of our revenue; the loss of, or a significant reduction in orders from our customers, inc"33570001445305-14-004529,unregistered_sales,P2_2,696,"Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities3358In February 2014, our Board of Directors authorized a share repurchase program of up to $100 million of our outstanding common stock to be executed at the discretion of management over a three-year period, expiring in February 2017. The program is intended to offset shares issued in conjunction with our stock incentive plan and return capital to shareholders. The program may be suspended or discontinued at any time. For the3359three months ended September 30, 20143360, we repurchased in open-market transactions and retired shares of our common stock for an aggregate of $0.5 million, or an average price per share of $34.44. The following table summarizes share repurchase activity by month during the3361three months ended September 30, 20143362.3363Period Total numberof shares purchased Average price paid per share Total number ofshares purchasedas part of apublicly announced program Maximum dollarvalue of sharesthat may yetbe purchased under the program3364July 2014 14,151 $ 34.44 14,151 $ 90,0663365August 2014 — — $ 90,0663366September 2014 — — $ 90,0663367Total 14,151 14,1513368313369SIGNATURES3370Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.33713372Owens & Minor, Inc.3373(Registrant)3374Date: October 28, 2014 /s/ James L. Bierman3375James L. Bierman3376President & Chief Executive Officer3377Date: October 28, "33780000104169-17-000021,financial_statements,8,80,"STATEMENTS AND SUPPLEMENTARY DATA3379The information required by this item is incorporated by reference to all information under the captions ""Consolidated Statements of Income,"" ""Consolidated Statements of Comprehensive Income,"" ""Consolidated Balance Sheets,"" ""Consolidated Statements of Shareholders' Equity and Redeemable Noncontrolling Interest,"" ""Consolidated Statements of Cash Flows,"" ""Notes to Consolidated Financial Statements"" and ""Report of Independent Registered Public Accounting Firm"" included in our Annual Report to Shareholders. Such information is included in3380Exhibit 133381to this Annual Report on Form 10-K."33820001530979-24-000028,controls_and_procedures,9A,512,"and Procedures.3383Evaluation of Disclosure Controls and Procedures3384We maintain “disclosure controls a3385nd procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, (the ""Exchange Act""), that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is (1) recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms and (2) accumulated and communicated to our management, including our principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure.3386Our management, with the participation of our3387principal executive officer and principal financial officer3388, evaluated, as of the period ended December 31, 2023, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on that evaluation, our principal executive officer and principal financial officer concluded that, as of such date, our disclosure controls and procedures were effective at a reasonable assurance level.3389Management’s Annual Report on Internal Control over Financial Reporting3390Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. Our management, under the supervision and with the participation of our Chi"33910000916789-19-000008,market_for_equity,5,866,"for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities3392Market Information for Common Stock3393Our common stock is listed on the NASDAQ Global Select Market under symbol: HELE.3394Approximate Number of Equity Security Holders of Record3395Our common stock is our only class of equity security outstanding at3396February 28, 20193397. As of April 22, 2019, there were33981443399holders of record of our common stock. A substantially greater number of holders of our common stock are “street name” or beneficial holders whose shares are held of record by banks, brokers and other financial institutions.3400Cash Dividends3401Our current policy is to retain earnings to provide funds for the operation and expansion of our business, common stock repurchases and for potential acquisitions. We have not paid any cash dividends on our common stock since inception. Any change in dividend policy will depend upon future conditions, including earnings and financial condition, general business conditions, any applicable contractual limitations, and other factors deemed relevant by our Board of Directors.3402Issuer Purchases of Equity Securities3403On May 10, 2017, our Board of Directors authorized the repurchase of up to $400 million of our outstanding common stock. The authorization is effective until May 2020 and replaced our former repurchase authorization. As of February 28, 2019, our repurchase authorization allowed for the purchase of $110.5 million of common stock. These repurc"34040000753308-26-000015,business,1,980,"Risk Management and Strategy3405Cybersecurity risk management is included in NEE’s, including FPL’s, overall risk management program.3406NEE, including FPL, operates a cybersecurity program which, among other objectives, seeks to identify potential unauthorized occurrences on or conducted through the electronic information resources owned or used by NEE or FPL (information systems) that may result in adverse effects on the confidentiality, integrity or availability of its information systems or any information residing on those systems (cybersecurity threats) as well as on its operations. The cybersecurity program includes controls to reduce the risk and potential impact of a cybersecurity incident and to align its processes, controls and implemented technologies with industry standard frameworks and regulations. In addition, outside experts assess NEE’s, including FPL’s, cybersecurity program capabilities, technology environment and security controls to regularly evaluate effectiveness.3407NEE, including FPL, operates a cybersecurity operations center and has cyber threat intelligence capability to identify, monitor, detect and respond to cybersecurity threats which is led by a cybersecurity incident response team.3408NEE, including FPL, uses these resources, and leverages third-party resources, to identify cybersecurity threats and monitor for anomalies that may result in cybersecurity incidents on its systems, and monitors for impacts to its vendors or suppliers.3409Assessment of inciden"34100000031791-21-000006,quantitative_disclosures,P1_3,245,"and Qualitative Disclosures About Market Risk3411Market Risk.3412We are exposed to market risk, including changes in interest rates and currency exchange rates. To manage the volatility relating to these exposures, we enter into various derivative transactions pursuant to our policies to hedge against known or forecasted market exposures. We briefly describe several of the market risks we face below. Our market risks are not materially different from the disclosure provided under the heading, Item 7A.3413“Quantitative and Qualitative Disclosures About Market Risk,”3414in our 2020 Form 10-K.3415Foreign Currency Exchange Risk—Value-at-Risk Disclosure3416. We continue to measure foreign currency risk using the Value-at-Risk model described in Item 7A.3417“Quantitative and Qualitative Disclosures About Market Risk,”3418in our 2020 Form 10-K. The measures for our Value-at-Risk analysis have not changed materially.3419Interest Rate Risk.3420As described above, our debt portfolio includes variable rate instruments. Fluctuations in interest rates can therefore have a direct impact on both our short-term cash flows, as they relate to interest, and our earnings. To manage the volatility relating to these exposures, we periodically enter into various derivative transactions pursuant to our policies to hedge against known or forecasted interest rate exposures.3421Interest Rate Risk—Sensitivity3422. Our 2020 Form 10-K presents sensitivity measures for our interest rate risk. The measures for our sensitivity analysis have no"34230001558370-24-013840,md_and_a,P1_2,6988,"Discussion and Analysis of Financial Condition and Results of Operations.3424The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited consolidated financial statements and related notes included elsewhere in this Quarterly Report, and our audited consolidated financial statements and related notes for the year ended December 31, 2023 included in our Annual Report on Form 10-K (our “Annual Report”). Some of the information contained in this discussion and analysis or set forth elsewhere in this Quarterly Report, including information with respect to our plans and strategy for our business, includes forward-looking statements. As a result of many factors, including those factors set forth in the risks identified in Part II-Item 1A “Risk Factors” section of this Quarterly Report and our other filings with the Securities and Exchange Commission (the “SEC”) our actual results could differ materially from the results, performance or achievements expressed in or implied by these forward-looking statements.3425Overview3426We are a commercial-stage biopharmaceutical company focused on discovering, acquiring, developing and commercializing therapeutic medicines for patients suffering from debilitating diseases with significant unmet medical need. Our portfolio of immune-3427modulating3428assets, ARCALYST, abiprubart and mavrilimumab, is based on strong biologic rationale or validated mechanisms, targets a spectrum of u"34290000730708-24-000213,controls_and_procedures,P1_4,93,"AND PROCEDURES3430The Company’s management, with the participation of its chief executive officer and chief financial officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act) as of September 30, 2024 and concluded that those disclosure controls and procedures are effective.3431During the quarter ended September 30, 2024, there have been no changes in internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, internal control over financial reporting.3432Part II OTHER INFORMATION"34330001174947-25-001122,full_body,N/A,764,"RGR 2025073134343435false343634370000095029343834390000095029344034412025-07-31344234432025-07-3134443445iso4217:USD34463447xbrli:shares34483449iso4217:USD34503451xbrli:shares34523453UNITED STATES34543455SECURITIES AND EXCHANGE COMMISSION34563457Washington, D.C. 2054934583459FORM34608-K34613462CURRENT REPORT34633464Pursuant to Section 13 or 15(d) of the34653466Securities Exchange Act of 193434673468Date of Report (Date of earliest event reported)34693470July347131, 202534723473STURM, RUGER & COMPANY, INC.34743475(Exact Name of Registrant as Specified in its3476Charter)34773478Delaware(State or Other Jurisdiction of Incorporation) 001-10435(Commission File Number) 06-0633559(IRS Employer Identification Number)34793480One Lacey Place,Southport,Connecticut 068903481(Address of Principal Executive Offices) (Zip Code)34823483(203)34843485259-784334863487Registrant’s telephone number, including3488area code34893490N/A34913492(Former name or former address, if changed3493since last report)34943495Check the appropriate box below if the3496Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions3497(3498see3499General Instruction A.2. below):35003501☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)35023503☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)35043505☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))35063507☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))35083509Securities registered pursuant to Section351012(b) of the Act:35113512Title of each clas"35130001104659-14-038146,financial_statements,P1_1,4172,"Proceedings 203514Item 1A. Risk Factors 203515Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 203516Item 3. Defaults Upon Senior Securities 203517Item 4. Mine Safety Disclosures 203518Item 5. Other Information 203519Item 6. Exhibits 213520SIGNATURES 2235213522Table of Contents35233524PART I — FINANCIAL INFORMATION35253526Supernus Pharmaceuticals, Inc.35273528Consolidated Balance Sheets35293530(in thousands, except share amounts)35313532March 31, December 31,35332014 20133534(unaudited)3535Assets3536Current assets:3537Cash and cash equivalents $ 12,252 $ 32,9803538Marketable securities 46,615 49,2113539Accounts receivable, net 9,725 5,0543540Interest receivable 636 4833541Inventories 7,957 7,1523542Prepaid expenses and other current assets 2,559 2,0523543Deferred financing costs, current 185 2293544Total current assets 79,929 97,1613545Property and equipment, net 2,648 2,5543546Intangible assets, net 2,157 1,1583547Long term marketable securities 11,662 8,7563548Other non-current assets 360 3613549Deferred financing costs, long-term 764 1,0053550Total assets $ 97,520 $ 110,9953551Liabilities and stockholders’ equity3552Current liabilities:3553Accounts payable and accrued expenses $ 14,658 $ 18,3143554Deferred product revenue, net 12,271 7,8823555Deferred licensing revenue 173 2043556Total current liabilities 27,102 26,4003557Deferred licensing revenue, net of current portion 1,381 1,4173558Convertible notes, net of discount 28,358 34,3933559Other non-current liabilities 2,101 2,6773560Derivative liabilities 9,565 12,6443561Total liabilities 68,507 77,5313562Stockholders’ equity:3563Common stock, $0.001 p"35640000064803-24-000007,risk_factors,1A,23427,"Factors.3565You should carefully consider each of the following risks and uncertainties and all of the other information set forth in this 10-K. These risks and uncertainties and other factors may affect forward-looking statements, including those we make in this 10-K or elsewhere, such as in news releases or investor or analyst calls, meetings or presentations, on our websites or through our social media channels. The risks and uncertainties described below are not the only ones we face. There can be no assurance that we have identified all the risks that affect us. Additional risks and uncertainties not presently known to us or that we currently believe to be immaterial also may adversely affect our businesses. Any of these risks or uncertainties could cause our actual results to differ materially from our expectations and the expected results discussed in our forward-looking statements. You should not consider past results to be an indication of future performance.3566If any of the following risks or uncertainties develops into actual events or if the circumstances described in the risks or uncertainties occur or continue to occur, those events or circumstances could have a material adverse effect on our businesses, operating results, cash flows, financial condition and/or stock price, among other effects on us. You should read the following section in conjunction with the MD&A, included in Item 7 of this 10-K, our consolidated financial statements and the related notes, include"35670000950170-22-008732,financial_statements,P1_1,4133,"al Statements.35683569ATEA PHARMACEUTICALS, INC. and Subsidiary35703571Condensed Consolidated Ba3572lance Sheets35733574(in thousands, except share and per share amounts)35753576(Unaudited)35773578March 31,2022 December 31,20213579Assets3580Current assets3581Cash and cash equivalents $ 705,545 $ 764,3753582Prepaid expenses and other current assets 7,687 8,0283583Total current assets 713,232 772,4033584Property and equipment, net 762 233585Restricted cash 305 3053586Operating lease right-of-use assets, net 2,890 1613587Total assets $ 717,189 $ 772,8923588Liabilities and Stockholders’ Equity3589Current liabilities3590Accounts payable $ 3,657 $ 4,5343591Accrued expenses and other current liabilities 24,840 52,1523592Current portion of operating lease liabilities 113 1973593Total current liabilities 28,610 56,8833594Operating lease liabilities 2,763 —3595Income taxes payable 5,932 5,9323596Total liabilities 37,305 62,8153597Commitments and contingencies(see Note 11)3598Stockholders’ equity:3599Preferred stock, $0.001par value per share;10,000,000sharesauthorized;noshares issued and outstanding as of March 31, 2022,and December 31, 2021 — —3600Common stock, $0.001par value;300,000,000shares authorizedas of March 31, 2022 and December 31, 2021;83,257,591and83,102,730shares issued and outstandingas of March 31, 2022 and December 31, 2021, respectively 83 833601Additional paid-in capital 665,848 653,9643602Retained earnings 13,953 56,0303603Total stockholders’ equity 679,884 710,0773604Total liabilities and stockholders’ equity $ 717,189 $ 772,89236053606The accompanying notes are an integral part "36070001212545-24-000224,quantitative_disclosures,P1_3,1377,"and Qualitative Disclosures about Market Risk.3608Market risk is the risk of loss in a financial instrument arising from adverse changes in market prices and rates, foreign currency exchange rates, commodity prices, and equity prices. The Company's market risk arises primarily from interest rate risk inherent in its lending, investing, and deposit taking activities. To that end, management actively monitors and manages the Company's interest rate risk exposure. The Company generally manages its interest rate sensitivity by evaluating re-pricing opportunities on its earning assets to those on its funding liabilities.3609Management uses various asset/liability strategies to manage the re-pricing characteristics of the Company's assets and liabilities, all of which are designed to ensure that exposure to interest rate fluctuations is within the Company's guidelines of acceptable levels of risk-taking. Hedging strategies, including the terms and pricing of loans and deposits and management of the deployment of its securities, are used to reduce mismatches in interest rate re-pricing opportunities of portfolio assets and their funding sources. Derivatives in a hedging relationship are also used to minimize the Company's exposure to changes in benchmark interest rates and volatility of net interest income and EVE to interest rate fluctuations, with their impact reflected in the model results discussed below.3610Interest rate risk is addressed by ALCO, which includes members of executive man"36110001437749-17-013604,controls_and_procedures,P1_4,1168,"and Procedures36123613Disclosure Controls and Procedures and Internal Controls Over Financial Reporting3614. As of the period covered by this report, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act. We performed the evaluation under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective for the purpose of ensuring that the information required to be disclosed in our reports filed with the SEC under the Exchange Act is (1) recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and (2) accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. There have been no significant changes in our internal controls over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f) during the period covered by this Quarterly Report or, to our knowledge, in other factors that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.36153616Limitatio"36170000012208-13-000042,legal_proceedings,P2_1,23,"Proceedings3618See Note 13, “Legal Proceedings” in the Notes to Condensed Consolidated Financial Statements of Part 1, Item 1 of this Form 10-Q."36190001104659-13-012982,mine_safety,4,514,"SAFETY DISCLOSURES36203621Not applicable.362236234336243625Table of Contents36263627EXECUTIVE OFFICERS OF PINNACLE WEST36283629Pinnacle West’s executive officers are elected no less often than annually and may be removed by the Board of Directors at any time. The executive officers, their ages at February 22, 2013, current positions and principal occupations for the past five years are as follows:36303631Name Age Position Period3632Donald E. Brandt 58 Chairman of the Board and Chief Executive Officer of Pinnacle West; Chairman of the Board of APS 2009-Present3633President of Pinnacle West 2008-Present3634Chief Executive Officer of APS 2008-Present3635Chief Operating Officer of Pinnacle West 2008-20093636President of APS 2006-20093637Executive Vice President of Pinnacle West; Chief Financial Officer of APS 2003-20083638Executive Vice President of APS 2003-20063639Chief Financial Officer of Pinnacle West 2002-20083640Donald G. Robinson 59 President and Chief Operating Officer of APS 2009-Present3641Senior Vice President, Planning and Administration of APS 2007-20093642Denise R. Danner 57 Vice President, Controller and Chief Accounting Officer of Pinnacle West; Chief Accounting Officer of APS 2010-Present3643Vice President and Controller of APS 2009-Present3644Senior Vice President, Controller and Chief Accounting Officer of Allied Waste Industries, Inc. 2007-20083645Patrick Dinkel 49 Vice President, Resource Management 2012-Present3646Vice President, Power Marketing, Resource Planning and Acquisition 2011-20123647Vice President, Power Marketing and Resource Pl"36480000002969-24-000056,quantitative_disclosures,7A,939,"and Qualitative Disclosures About Market Risk3649Our earnings, cash flows, and financial position are exposed to market risks arising from fluctuations in interest rates and foreign currency exchange rates. It is our policy to minimize our cash flow exposure to adverse changes in currency exchange rates and to manage the financial risks inherent in funding with debt capital.3650We address these financial exposures through a controlled program of risk management that includes the use of derivative financial instruments. We have established counterparty credit guidelines and generally enter into transactions with financial institutions of investment grade or better, thereby minimizing the risk of credit loss. All instruments are entered into for other than trading purposes. For details on the types and use of these derivative instruments and related major accounting policies, refer to Note 1,3651Basis of Presentation and Major Accounting Policies3652, and Note 15,3653Financial Instruments3654, to the consolidated financial statements. Additionally, we mitigate adverse energy price impacts through our cost pass-through contracts with customers and price increases.3655Our derivative and other financial instruments consist of long-term debt, including the current portion and amounts owed to related parties; interest rate swaps; cross currency interest rate swaps; and foreign exchange-forward contracts. The net market value of these financial instruments combined is referred to below as the ""net financ"36560001299933-14-000333,full_body,N/A,647,"Corning Incorporated (Form: 8-K)36573658UNITED STATES36593660SECURITIES AND EXCHANGE COMMISSION36613662WASHINGTON, D.C. 2054936633664FORM 8-K36653666CURRENT REPORT36673668Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193436693670Date of Report (Date of Earliest Event Reported): March 3, 201436713672Corning Incorporated36733674__________________________________________36753676(Exact name of registrant as specified in its charter)36773678New York 1-3247 16-03934703679_____________________(State or other jurisdiction _____________(Commission ______________(I.R.S. Employer3680of incorporation) File Number) Identification No.)3681One Riverfront Plaza, Corning, New York 148313682_________________________________(Address of principal executive offices) ___________(Zip Code)36833684Registrant’s telephone number, including area code: 607-974-900036853686Not Applicable36873688______________________________________________36893690Former name or former address, if changed since last report36913692Check the appropriate box below if the Form 8-K filing is intended to3693simultaneously satisfy the filing obligation of the registrant under any3694of the following provisions:36953696[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)36973698[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)36993700[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))37013702[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))37033704Top of the Form3705"37060001300514-24-000055,full_body,N/A,1135,"lvs-20240403370700013005143708false3709000130051437102024-04-0337112024-04-033712UNITED STATES3713SECURITIES AND EXCHANGE COMMISSION3714WASHINGTON, D.C. 205493715FORM37168-K37173718CURRENT REPORT3719PURSUANT TO SECTION 13 OR 15(d) OF THE3720SECURITIES EXCHANGE ACT OF 19343721Date of Report (Date of earliest event reported)37223723April 3, 202437243725LAS VEGAS SANDS CORP.3726(Exact name of registrant as specified in its charter)3727Nevada3728(State or other jurisdiction of incorporation)3729001-32373 27-00999203730(Commission File Number) (IRS Employer Identification No.)37315420 S. Durango Dr.3732Las Vegas, Nevada 891133733(Address of principal executive offices) (Zip Code)3734(37357023736)3737923-900037383739(Registrant's Telephone Number, Including Area Code)3740NOT APPLICABLE3741(Former Name or Former Address, if Changed Since Last Report)3742Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (3743see3744General Instruction A.2. below):3745☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)3746☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)3747☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))3748☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))3749Securities registered pursuant to Section 12(b) of the Act:3750Title of each class Trading Symbol(s) Name of each exchange on which registered3751Common Stock"37520001193125-16-480931,controls_and_procedures,9A,492,"and Procedures37533754Conclusion Regarding the Effectiveness of Disclosure3755Controls and Procedures37563757Under the supervision and with the participation of our management, including our principal executive officer and principal3758financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange3759Act”), as of the end of the period covered by this Annual Report. Based on this evaluation, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective, as of the end3760of the period covered by this Annual Report.37613762Management’s Report on Internal Control over Financial Reporting37633764Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and376515d-15(f) under the Exchange Act. The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external3766purposes in accordance with generally accepted accounting principles. The Company’s internal control over financial reporting includes those policies and procedures that:37673768• pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions "37690001396814-22-000050,quantitative_disclosures,P1_3,543,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK3770The primary objective of our cash equivalents and investment activities is to preserve principal while at the same time maximizing the income that we receive from our investments without significantly increasing risk. We invest in corporate bonds, commercial paper, asset-backed securities and U.S. Treasury and other government agency notes, which are reported at fair value. These securities are subject to interest rate risk and credit risk. This means that a change in prevailing interest rates may cause the fair value of the investment to fluctuate. For example, if we hold a security that was issued with a fixed interest rate at the then-prevailing rate and the interest rate later rises, we expect that the fair value of our investment will decline. A hypothetical 100 basis point increase in interest rates would have reduced the fair value of our available-for-sale securities at June 30, 2022 by approximately $0.6 million.3771The fair values of our Notes are impacted by both the fair value of our common stock and interest rate fluctuations. As of June 30, 2022, the estimated fair value of the 2025 Notes was $1,038 per $1,000 principal amount. See Note 9,3772Debt3773, to our condensed consolidated financial statements included herein for further discussion of our Notes, which bear interest at a fixed rate. At June 30, 2022, all $402.5 million of principal remains outstanding on the 2025 Notes and $8.6 million of principal remains outstanding"37740001509991-18-000014,md_and_a,7,12286,"Discussion and Analysis of Financial Condition and Results of Operations3775The following discussion and analysis contains forward‑looking statements that involve risks and uncertainties. Our actual results may differ materially from those discussed in the forward‑looking statements as a result of various factors, including, without limitation, those set forth in “Cautionary Statement Regarding Forward‑Looking Statements” and “Item 1A. Risk Factors.” The following discussion of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and the notes thereto included elsewhere in this annual report on Form 10‑K.3776Overview3777Kosmos is a leading independent oil and gas exploration and production company focused on frontier and emerging areas along the Atlantic Margins. Our assets include existing production and development projects offshore Ghana and Equatorial Guinea, large discoveries and significant further exploration potential offshore Mauritania and Senegal, as well as exploration licenses offshore Cote d'Ivoire, Equatorial Guinea, Morocco, Sao Tome and Principe, and Suriname.3778Recent Developments3779Corporate3780In February 2018, the Company amended and restated the Facility with a total commitment of $1.5 billion from a number of financial institutions with additional commitments up to $0.5 billion being available if the existing financial institutions increase their commitments or if commitments from new financial insti"37810001140361-20-013248,full_body,N/A,1480,"UNITED STATES37823783SECURITIES AND EXCHANGE COMMISSION37843785Washington, D.C. 2054937863787FORM 8-K37883789CURRENT REPORT37903791Pursuant to Section 13 or 15(d) of37923793The Securities Exchange Act of 193437943795Date of Report (Date of earliest event reported): June 5, 202037963797Rocket Pharmaceuticals, Inc.37983799(Exact name of registrant as specified in its charter)38003801Delaware 001-36829 04-34758133802(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)38033804The Empire State Building38053806350 Fifth Ave, Suite 753038073808New York, NY 1011838093810(Address of principal executive offices, including zip code)38113812(646) 440-910038133814(Registrant’s telephone number, including area code)38153816Not applicable38173818(Former name or former address, if changed since last report)38193820Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):38213822☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)3823☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)3824☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))3825☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))38263827Securities registered pursuant to Section 12(b) of the Act:38283829Title of each class Trading Symbol(s) Name of each exchange on which registered3830Common stock, $0.01 pa"38310001144204-18-013377,full_body,N/A,461,"UNITED3832STATES38333834SECURITIES AND EXCHANGE COMMISSION38353836Washington, D.C. 2054938373838FORM 8-K38393840CURRENT REPORT38413842PURSUANT TO SECTION 13 OR 15(D) OF38433844THE SECURITIES EXCHANGE ACT OF 193438453846Date of Report (Date of earliest event3847reported): March 7, 201838483849SELECT ENERGY SERVICES, INC.38503851(Exact name of registrant as specified in3852its charter)38533854Delaware 001-38066 81-45619453855(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)38563857515 Post Oak Blvd, Suite 20038583859Houston, TX 7702738603861(Address of Principal Executive Offices)38623863(713) 235-950038643865(Registrant’s Telephone Number, Including3866Area Code)38673868Check the appropriate box below if the Form 8-K filing is intended3869to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:38703871¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)38723873¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)38743875¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))38763877¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))38783879Indicate by check mark whether the registrant is an emerging3880growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of3881the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).38823883Emerging growth company3884x38853886If an emerging growth company, indicate by check "38870001193125-10-036471,full_body,N/A,592,"Form 8-K38883889UNITED STATES38903891SECURITIES AND EXCHANGE COMMISSION38923893WASHINGTON, D.C. 2054938943895FORM 8-K38963897CURRENT REPORT38983899Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 193439003901Date of Report (Date of3902earliest event reported) February 22, 201039033904Central3905Garden & Pet Company39063907(Exact name of registrant as specified in its charter)39083909Delaware 001-33268 68-02755533910(State or other jurisdictionof incorporation) (Commission File Number) (IRS EmployerIdentification No.)391139121340 Treat Boulevard, Suite 600, Walnut Creek, California 945973913(Address of principal executive offices) (Zip Code)39143915Registrant’s telephone number, including area code (925) 948-400039163917(Former name or former address3918if changed since last report)39193920Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing3921obligation of the registrant under any of the following provisions (see General Instruction A.2. below):39223923¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)39243925¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)39263927¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))39283929¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))39303931Item 7.01 Regulation FD Disclosure.39323933On3934February 22, 2010, Central Garden & Pet Company (the “Company”) issued a press release announcing that the Company commenced a tender offer a"39350001104659-14-076813,risk_factors,P2_1A,29,"Factors39363937There have been no material changes to the Company’s risk factors as disclosed in Part I, Item 1A of the Company’s 2013 Annual Report.393839392139403941Table of Contents"39420001564590-19-018100,full_body,N/A,660,"akr-8k_20190509.htm39433944UNITED STATES39453946SECURITIES AND EXCHANGE COMMISSION39473948WASHINGTON, D.C. 2054939493950FORM 8-K39513952CURRENT REPORT39533954Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193439553956Date of Report (Date of Earliest Event Reported): May 9, 201939573958ACADIA REALTY TRUST39593960(Exact name of registrant as specified in its charter)39613962Maryland 1-12002 23-27151943963(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)39643965411 Theodore Fremd Avenue39663967Suite 30039683969Rye, New York 1058039703971(Address of principal executive offices) (Zip Code)39723973(914) 288-810039743975(Registrant’s telephone number, including area code)39763977(Former name or former address, if changed since last report)39783979Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:39803981☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)39823983☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)39843985☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))39863987☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))39883989Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1"39900001628280-22-014496,full_body,N/A,602,"ttwo-20220516399100009465813992false3993000094658139942022-05-1639952022-05-163996UNITED STATES3997SECURITIES AND EXCHANGE COMMISSION3998Washington, D.C. 2054939994000FORM40018-K40024003CURRENT REPORT4004Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 193440054006Date of Report (Date of earliest event reported):4007May 16, 202240084009TAKE-TWO INTERACTIVE SOFTWARE, INC.4010(Exact name of registrant as specified in its charter)40114012Delaware 001-34003 51-03508424013(State or other jurisdiction (Commission (IRS Employer4014of incorporation) File Number) Identification No.)4015110 West 44th Street, New York, New York 100364016(Address of principal executive offices) (Zip Code)40174018Registrant’s telephone number, including area code4019(646)40204021536-28424022(Former name or former address, if changed since last report.)40234024Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):40254026☐4027Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)40284029☐4030Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)40314032☐4033Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))40344035☐4036Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))40374038Securities registered pursuant to Section 12(b) of the Act:40394040Title of each class Trading Symbol Name of each exchange on which registered4041Comm"40420001579241-19-000064,unregistered_sales,P2_2,552,"Sales of Equity Securities and Use of Proceeds4043Issuer Purchases of Equity Securities4044Period Total number of shares purchased (000s) Average price paid per share Total number of shares purchased as part of program (000s) Approximate dollar value of shares still available to be purchased under the program (000s)4045July 1 - July 31 128 $ 108.81 128 $ 225,1854046August 1 - August 31 184 97.11 184 207,3214047September 1 - September 30 144 99.49 144 192,9704048Total 456 $ 101.14 456 $ 192,9704049In February 2017, our Board of Directors approved a stock repurchase authorization of up to $500 million of the Company's ordinary shares (the ""2017 Share Repurchase Authorization""). Based on market conditions, share repurchases are made from time to time in the open market at the discretion of management. The 2017 Share Repurchase Authorization does not have a prescribed expiration date.4050494051Table of Contents4052Item 6 – Exhibits4053(a) Exhibits4054Exhibit No. Description Method of Filing40553.1 Amended and restated Memorandum and Articles of Association of Allegion plc. Incorporated by reference to Exhibit 3.1 to the Company's Form 8-K filed with the SEC on June 13, 2016 (File No. 001-35971).40564.1 Indenture, dated as of October 2, 2017, among Allegion US Holding Company Inc., Allegion plc and Wells Fargo Bank, National Association. Incorporated by reference to Exhibit 4.1 of the Company’s Form 8-K filed on October 2, 2017 (File No. 001-35971).40574.2 Third Supplemental Indenture, dated as of September 27, 2019, among A"40580001193125-21-247705,controls_and_procedures,P1_4,602,"and Procedures.40594060Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in company reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer (who serves as our Principal Executive Officer) and Chief Financial Officer (who serves as our Principal Financial and Accounting Officer), as appropriate, to allow timely decisions regarding required disclosure.40614062Evaluation of Disclosure Controls and Procedures40634064As required by Rules406513a-154066and406715d-154068under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2021. Based upon their evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules406913a-15(e)4070and407115d-15(e)4072under the Exchange Act) were not effective as of June 30, 2021, due solely to the material weakness in our internal contro"40730000004904-22-000081,full_body,N/A,989,"aep-20220920407400000049044075false4076000000490440772022-09-2040782022-09-20407900000049044080exch:XNAS4081us-gaap:CommonStockMember40822022-09-2040832022-09-20408400000049044085exch:XNAS4086aep:PreferredStock2Member40872022-09-2040882022-09-204089UNITED STATES4090SECURITIES AND EXCHANGE COMMISSION4091WASHINGTON, D.C. 205494092FORM40938-K40944095CURRENT REPORT4096PURSUANT TO SECTION 13 OR 15(D) OF THE4097SECURITIES EXCHANGE ACT OF 19344098Date of report (Date of earliest event reported) September 20, 20224099AMERICAN ELECTRIC POWER COMPANY, INC.4100(Exact Name of Registrant as Specified in Its Charter)4101New York 1-3525 13-49226404102(State or Other Jurisdiction of (Commission File Number) (IRS Employer Identification4103Incorporation) No.)41041 Riverside Plaza, Columbus, OH 432154105(Address of Principal Executive Offices) (Zip Code)4106(Registrant's Telephone Number, Including Area Code) (614) 716-10004107(Former Name or Former Address, if Changed Since Last Report)4108Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):4109☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)4110☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)4111☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))4112☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))4113Securities registered"41140001558370-16-003570,legal_proceedings,3,79,"Proceeding4115s41164117From time to time, we are named as a defendant in legal actions. Generally, these actions arise out of our normal course of business. We are not4118currently4119a party to any pending legal proceedings other than routine litigation incidental to the business4120which we expect4121will be resolved without having a material adverse effect on our results of operations or financial condition. We maintain liability insurance against risks arising out of our normal course of business."41220001193125-12-041653,unregistered_sales,P2_2,557,"Sales of Equity Securities and Use of Proceeds41234124In February 2011, we announced that our Board of Directors authorized a program to repurchase up to $600 million of our common stock over the next 18 months. Under the program, we may purchase stock4125in the open market or through privately negotiated transactions in accordance with applicable securities laws, including pursuant to pre-arranged stock trading plans. The timing and actual amount of the stock repurchases will depend on several4126factors including price, capital availability, regulatory requirements, alternative investment opportunities and other market conditions. We are not obligated to repurchase any specific number of shares under the program and the repurchase program4127may be modified, suspended or discontinued at any time.41284129The following table summarizes the number of shares repurchased during the three4130months ended December 31, 2011:41314132Period Total Numberof4133SharesPurchased Average PricePaid per4134Share Total Number ofShares4135Purchasedas Part of PubliclyAnnouncedProgram Maximum DollarValue of4136Sharesthat May Yet4137BePurchased Underthe Program(in4138millions)4139October 1-31, 2011 864,600 $ 22.38 864,600 $ 3344140November 1-30, 2011 718,800 23.47 718,800 $ 3174141December 1-31, 2011 237,362 20.90 237,362 $ 31241421,820,762 22.62 1,820,76241434144Item 3. Defaults Upon Senior Securities41454146None.41474148Item 6. Exhibits41494150The exhibits listed in the4151accompanying index to exhibits on Page 76 are filed or incorporated by reference as part of this report.4152415374"41540000950123-11-047905,unregistered_sales,P2_2,364,"of Equity Securities and Use of Proceeds41554156During the quarter ended March 31, 2011, no shares were4157issued by the Company without registration under the Securities4158Act of 1933, as amended.41594160Under a share buyback program approved by the Board of4161Directors, the Company may purchase up to one billion shares,4162from time to time in the open market. The Company may also4163purchase shares through negotiated41644165trades with persons who are not affiliated with the Company.4166These negotiated trade purchases are effected by way of share4167redemption and do not require shareholder approval. The4168authorization in respect of open market purchases provides that4169the cost of the acquisition of the Company’s shares4170(whether by redemption or open market purchases) may not exceed4171$925 million. During the quarter ended March 31, 2011,4172there were no shares repurchased.41734174Item 3—Defaults4175Upon Senior Securities41764177None.41784179Item 4—(Removed4180and Reserved)41814182Item 5—Other4183Information41844185None.41864187Item 6—Exhibits4188418931 .1 Certification Pursuant to Rule 13a-14(a)419031 .2 Certification Pursuant to Rule 13a-14(a)419132 .1 Certification Pursuant to 18 U.S.C. Section 1350419232 .2 Certification Pursuant to 18 U.S.C. Section 13504193101 .INS* XBRL Instance Document4194101 .SCH* XBRL Taxonomy Extension Schema Document4195101 .CAL* XBRL Taxonomy Extension Calculation Linkbase Document4196101 .DEF* XBRL Taxonomy Extension Definition Linkbase Document4197101 .LAB* XBRL Taxonomy Extension Label Linkbase Document4198101 .PRE* XBRL Taxonomy Extension Presentation Link"41990000720005-21-000013,unregistered_sales,P2_2,688,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS4200We did not have any sales of unregistered securities for the three months ended December 31, 2020.4201We purchase our own stock from time to time in conjunction with a number of activities, each of which is described in the following paragraphs. The following table presents information on our purchases of our own stock, on a monthly basis, for the three months ended December 31, 2020.4202Total number of sharespurchased Average priceper share Number of shares purchased as part of publicly announced plans or programs Approximate dollar value (in millions) at each month-end, of securities thatmay yet be purchased under the plans or programs4203October 1, 2020 – October 31, 2020 1,204 $ 80.04 — $4874204November 1, 2020 – November 30, 2020 93,225 $ 90.50 — $4874205December 1, 2020 – December 31, 2020 116,759 $ 93.02 107,750 $7404206First quarter 211,188 $ 91.84 107,7504207In December 2020, the Board of Directors authorized repurchase of our common stock in an aggregate amount of up to $750 million, which replaced the previous authorization.42084209In the preceding table, the total number of shares purchased includes shares purchased pursuant to the Restricted Stock Trust Fund, which was established to acquire our common stock in the open market and used to settle RSUs granted as a retention vehicle for certain employees of our wholly-owned Canadian subsidiaries. For more information on this trust fund, see Note 2 of the Notes to Consolidated Financial Statement"42100000945841-12-000126,full_body,N/A,475,"Pool 12.20.2012 Form 8-K42114212UNITED STATES4213SECURITIES AND EXCHANGE COMMISSION4214Washington, D.C. 2054942154216______________42174218FORM 8-K4219______________42204221CURRENT REPORT42224223Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193442244225Date of Report (Date of earliest event reported) December 20, 201242264227______________42284229POOL CORPORATION4230(Exact name of registrant as specified in its charter)42314232______________42334234Delaware 0-26640 36-39433634235(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)42364237109 Northpark Boulevard, Covington, Louisiana 70433-50014238(Address of principal executive offices) (Zip Code)4239Registrant's telephone number, including area code 985-892-552142404241Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:42424243o4244Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)42454246o4247Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)42484249o4250Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))42514252o4253Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))4254Item 5.03 Amendments to Articles of Incorporation or By-Laws: Change in Fiscal Year.42554256(a) On December 20, 2012, the Board of Directors of Pool Corporation amended its By-Laws in order to implement a majority voting standard"42570001193125-24-262579,full_body,N/A,543,"8-K42584259Bank of New York Mellon Corp426042616.244% Fixed-to-Floating Rate Normal Preferred Capital Securities of Mellon Capital IV (fully and unconditionally guaranteed by The Bank of New York42624263false426442650001390777426642670001390777426842692024-11-20427042712024-11-2042724273000139077742744275us-gaap:CommonStockMember427642772024-11-20427842792024-11-2042804281000139077742824283us-gaap:PreferredStockMember428442852024-11-20428642872024-11-2042884289UNITED STATES42904291SECURITIES AND EXCHANGE COMMISSION42924293Washington, D.C. 2054942944295FORM42968-K42974298CURRENT REPORT42994300Pursuant to Section 13 or 15(d)43014302of the Securities Exchange Act of 193443034304Date of Report (Date of earliest event reported):4305November 20, 202443064307THE BANK OF NEW YORK MELLON CORPORATION43084309(Exact name of registrant as specified in its charter)43104311Delaware 001-35651 13-26149594312(State or other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)43134314240 Greenwich Street4315New York,New York 102864316(Address of Principal Executive Offices) (Zip Code)43174318Registrant’s telephone number, including area code:4319(212)43204321495-178443224323Not Applicable43244325(Former name or former address if changed since last report.)43264327Check the appropriate box below if the Form43288-K4329filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:43304331☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)43324333☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)43344335☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under"43360001193125-22-130690,full_body,N/A,950,"8-K43374338false433943400001628369434143420001628369434343442022-04-28434543462022-04-2843474348UNITED STATES43494350SECURITIES AND EXCHANGE COMMISSION43514352Washington, D.C. 2054943534354FORM43558-K43564357CURRENT REPORT43584359PURSUANT TO SECTION 13 OR 15(d)43604361OF THE SECURITIES EXCHANGE ACT OF 193443624363Date of Report (Date of earliest event reported):4364April 28, 202243654366Cushman & Wakefield plc43674368(Exact name of registrant specified in its charter)43694370England and Wales 001-38611 98-11935844371(State or Other JurisdictionOf Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)43724373125 Old Broad Street43744375London4376,4377United Kingdom43784379EC2N 1AR43804381(Address of principal executive offices, including zip code)43824383+44438420438543863296 300043874388(Registrant’s telephone number, including area code)43894390Not applicable43914392(Former name or former address, if changed since last report)43934394Check the appropriate box below if the Form43958-K4396filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):43974398☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)43994400☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)44014402☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))44034404☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))44054406Securities registered pursuant to Section 12(b) of the Act:44074408Title of each class Tradingsymbol(s) Name of each exch"44090001024478-17-000028,financial_statements,P1_1,6971,"Consolidated Financial Statements4410ROCKWELL AUTOMATION, INC.4411CONDENSED CONSOLIDATED BALANCE SHEET4412(Unaudited)4413(in millions, except per share amounts)4414June 30,2017 September 30,20164415ASSETS4416Current assets:4417Cash and cash equivalents $ 1,549.4 $ 1,526.44418Short-term investments 1,065.2 902.84419Receivables 1,111.9 1,079.04420Inventories 585.5 526.64421Other current assets 144.5 150.24422Total current assets 4,456.5 4,185.04423Property, net of accumulated depreciation of $1,479.7 and $1,404.5, respectively 568.8 578.34424Goodwill 1,069.7 1,073.94425Other intangible assets, net 231.9 255.34426Deferred income taxes 640.5 633.94427Other assets 248.1 374.84428Total $ 7,215.5 $ 7,101.24429LIABILITIES AND SHAREOWNERS’ EQUITY4430Current liabilities:4431Short-term debt $ 348.4 $ 448.64432Current portion of long-term debt 250.0 —4433Accounts payable 610.1 543.14434Compensation and benefits 252.3 145.64435Advance payments from customers and deferred revenue 245.4 214.54436Customer returns, rebates and incentives 175.5 176.54437Other current liabilities 314.5 447.64438Total current liabilities 2,196.2 1,975.94439Long-term debt 1,243.8 1,516.34440Retirement benefits 1,401.4 1,430.24441Other liabilities 196.1 188.74442Commitments and contingent liabilities (Note 11)4443Shareowners’ equity:4444Common stock ($1.00 par value, shares issued: 181.4) 181.4 181.44445Additional paid-in capital 1,625.7 1,588.24446Retained earnings 5,898.7 5,668.44447Accumulated other comprehensive loss (1,463.7 ) (1,538.8 )4448Common stock in treasury, at cost (shares held: June 30, 2017, 53.0; September 30, 2"44490001558370-19-004756,financial_statements,P1_1,16403,"STATEMENTS44504451Natera, Inc.44524453Condensed Consolidated Balance Sheets44544455(in thousands)44564457March 31, December 31,44582019 20184459(Unaudited)4460Assets4461Current assets:4462Cash and cash equivalents $ 34,281 $ 46,4074463Restricted cash, current portion 399 4,5974464Short-term investments 93,805 107,4614465Accounts receivable, net of allowance of $1,794 in 2019 and $1,788 in 2018 60,293 62,2234466Inventory 13,748 13,6334467Prepaid expenses and other current assets 5,555 6,1974468Total current assets 208,081 240,5184469Property and equipment, net 23,302 24,3364470Operating lease right-of-use assets 27,260 —4471Other assets 2,802 3,3174472Total assets $ 261,445 $ 268,1714473Liabilities and Stockholders’ Equity4474Current liabilities:4475Accounts payable $ 8,917 $ 14,5874476Accrued compensation 10,818 12,6684477Other accrued liabilities 37,839 32,4424478Deferred revenue, current portion 4,928 4,1314479Short-term debt financing 50,154 50,1534480Total current liabilities 112,656 113,9814481Long-term debt financing 73,431 73,3574482Deferred rent, net of current portion — 8,6134483Deferred revenue, long-term portion 39,698 40,0584484Operating lease liabilities, long-term portion 30,674 —4485Total liabilities 256,459 236,0094486Commitments and contingencies (Note 8)4487Stockholders’ equity:4488Common stock, $0.0001 par value: 750,000 shares authorized at both March 31, 2019 and December 31, 2018, respectively; 63,340 and 62,083 shares issued and outstanding at March 31, 2019 and December 31, 2018, respectively 7 74489Additional paid in capital 613,680 607,2364490Accumulated deficit (608,435"44910001617406-26-000035,controls_and_procedures,P1_4,1489,"Safety Disclosures.4492Not applicable.4493Item 5.4494Other Information4495.4496Bonnet Creek Mortgage Loan4497The information included in this “Part II-Item 5. Other Information” of this Form 10-Q is provided in lieu of filing such information on a Current Report on Form 8-K under “Item 1.01 Entry into a Material Definitive Agreement” and “Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.”4498On April 30, 2026, G/B/H Four Star, LLC, G/B/H Condo Owner, LLC and G/B/H Golf Course, LLC, each a Delaware limited liability company (collectively, the “Borrowers”), and Bonnet Creek Hilton Lessee LLC, a Delaware limited liability company (the “Operating Lessee”), entered into a Loan Agreement (the “Loan Agreement”) with Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”), and the lenders party thereto (collectively, the “Lenders”). The Loan Agreement provides for a secured delayed draw loan facility (the “Loan Facility”) with the Bonnet Creek Mortgage Loan to be made by the Lenders to the Borrowers pursuant thereto in an amount to be designated by the Borrowers, which is not less than $650 million and not greater than $700 million, and disbursed to the Borrowers in a single disbursement to be made by the Lenders no later than September 30, 2026 (as such date may be extended by the Administrative Agent). The Bonnet Creek Mortgage Loan has a scheduled maturity date of April 30,"44990001564590-20-023338,controls_and_procedures,P1_4,212,"and Procedures45004501DISCLOSURE CONTROLS AND PROCEDURES45024503Ovintiv’s Chief Executive Officer and Chief Financial Officer performed an evaluation of the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (“Exchange Act”). The Company’s disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company in reports it files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the SEC, and to ensure that the information required to be disclosed by the Company in reports that it files or submits under the Exchange Act, is accumulated and communicated to the Company’s management, including the principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures were effective as of March 31, 2020.45044505CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING45064507There were no changes in Ovintiv’s internal control over financial reporting during the first quarter of 2020 that materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.450845096145104511PART II"45120000046195-17-000023,full_body,N/A,413,"Document45134514UNITED STATES4515SECURITIES AND EXCHANGE COMMISSION4516Washington, D. C. 205494517FORM 8-K45184519CURRENT REPORT PURSUANT4520TO SECTION 13 OR 15(d) OF THE4521SECURITIES EXCHANGE ACT OF 193445224523Date of Report4524(Date of earliest event reported) April 24, 201745254526BANK OF HAWAII CORPORATION4527(Exact name of registrant as specified in its charter)45284529Delaware 1-6887 99-01489924530(State of Incorporation) (Commission (IRS Employer4531File Number) Identification No.)45324533130 Merchant Street, Honolulu, Hawaii 968134534(Address of principal executive offices) (Zip Code)45354536(Registrant's telephone number,4537including area code) (888) 643-388845384539Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):45404541o4542Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)45434544o4545Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)45464547o4548Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))45494550o4551Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))4552Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).4553o4554Emerging growth company4555o4556If an emerging growth comp"45570000885978-18-000020,full_body,N/A,427,"UNITED STATES45584559SECURITIES AND EXCHANGE COMMISSION45604561WASHINGTON, DC 2054945624563FORM 8-K45644565CURRENT REPORT45664567Pursuant to Section 13 or 15(d)45684569of the Securities Exchange Act of 193445704571Date of Report (Date of earliest event reported): May 1, 201845724573U.S. PHYSICAL THERAPY, INC.45744575(Exact name of registrant as specified in its charter)45764577Nevada 1-11151 76-03648664578(State or other jurisdictionof incorporation or organization) (CommissionFile Number) (I.R.S. EmployerIdentification No.)457945801300 West Sam Houston Parkway South,Suite 300, Houston, Texas 770424581(Address of Principal Executive Offices) (Zip Code)45824583Registrant’s telephone number, including area code: (713) 297-700045844585Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (4586see4587General Instruction A.2. below):45884589 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)45904591 Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))45924593 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))45944595 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))45964597Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapt"45980001108426-20-000017,full_body,N/A,915,"pnm-20200318459900011084264600false4601000110842646022020-03-1846032020-03-18460400011084264605pnm:TexasNewMexicoPowerCompanyMember46062020-03-1846072020-03-184608UNITED STATES4609SECURITIES AND EXCHANGE COMMISSION4610Washington, D.C. 205494611FORM 8-K4612CURRENT REPORT4613Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 19344614Date of Report (Date of earliest event reported) March 18, 20204615(March 18, 2020)4616Name of Registrant,State of Incorporation,Address Of Principal Executive Offices,Telephone Number,Commission File No.,IRS Employer Identification No.4617PNM Resources, Inc.4618(A4619New Mexico4620Corporation)4621414 Silver Ave. SW46224623Albuquerque4624,4625New Mexico4626462787102-328946284629Telephone Number - (46305054631)4632241-270046334634Commission File No. -4635001-3246246364637IRS Employer Identification No. -463885-046829646394640Texas-New Mexico Power Company46414642(A Texas Corporation)4643577 N. Garden Ridge Blvd.46444645Lewisville4646,4647Texas464846497506746504651Telephone Number - (46529724653)4654420-418946554656Commission File No. -4657002-9723046584659IRS Employer Identification No. -466075-020407046614662Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:4663☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)4664☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)4665☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 40.14d-2(b))4666☐ Pre-commencement communications pursuant to Rule 13e-4 (c) under the "46670000350698-13-000007,full_body,N/A,840,"AN 8K Earnings Release 12/31/1246684669UNITED STATES4670SECURITIES AND EXCHANGE COMMISSION4671Washington, D.C. 2054946724673FORM 8-K46744675CURRENT REPORT4676PURSUANT TO SECTION 13 OR 15(d) OF THE4677SECURITIES EXCHANGE ACT OF 19344678Date Of Report (Date Of Earliest Event Reported)4679January 31, 201346804681AutoNation, Inc.4682(Exact name of registrant as specified in its charter)46834684Delaware 1-13107 73-11051454685(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)4686200 SW 1st Ave4687Fort Lauderdale, Florida 333014688(Address of principal executive offices, including zip code)4689Registrant's telephone number, including area code (954) 769-600046904691(Former name or former address, if changed since last report)46924693Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (4694see4695General Instruction A.2. below):4696¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)4697¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)4698¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))4699¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))4700Item 2.02 Results of Operations and Financial Condition4701On4702January 31, 20134703, AutoNation, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter"47040000702165-17-000087,full_body,N/A,471,"Document47054706UNITED STATES4707SECURITIES AND EXCHANGE COMMISSION4708WASHINGTON, D.C. 205494709________________________________4710FORM 8-K4711CURRENT REPORT4712Pursuant to Section 13 or 15(d)4713of the Securities Exchange Act of 19344714Date of Report (Date of earliest event reported):4715October 25, 2017 (October 25, 2017)4716________________________________4717NORFOLK SOUTHERN CORPORATION4718(Exact name of registrant as specified in its charter)4719______________________________________4720Virginia 1-8339 52-11880144721(State or Other Jurisdictionof Incorporation) (Commission File Number) (IRS EmployerIdentification Number)4722Three Commercial Place 757-629-26804723Norfolk, Virginia23510-9241 (Registrant's telephone number, including area code)4724(Address of principal executive offices)4725No Change47264727(Former name or former address, if changed since last report)4728Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:4729[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)4730[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)4731[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act4732(17 CFR 240.14d-2(b))4733[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act4734(17 CFR 240.13e-4(c))4735Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities"47360000875357-12-000010,controls_and_procedures,9A,253,"AND PROCEDURES47374738As of the end of the period covered by this report and pursuant to Rule 13a-15 of the Securities Exchange Act of 1934 (the “Exchange Act”), the Company’s management, including the Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness and design of the Company’s disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act). Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded, as of the end of the period covered by this report, that the Company’s disclosure controls and procedures were effective in recording, processing, summarizing and reporting information required to be disclosed by the Company, within the time periods specified in the Securities and Exchange Commission’s rules and forms.47394740In addition and as of the end of the period covered by this report, there have been no changes in internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f), as amended, of the Exchange Act) during the Company’s fourth fiscal quarter47414742that have materially affected, or are reasonably likely to materially affect, the internal control over financial reporting.47434744The Report of Management on Financial Statements and Management’s Report on Internal Control over Financial Reporting appear within Item 8, “Financial Statements and Supplementary Data.” The independent registered public accounting firm, Ernst & Yo"47450001571049-16-014717,unregistered_sales,P2_2,547,"SALES OF EQUITY SECURITIES4746AND USE OF PROCEEDS47474748Purchases of Equity Securities by the4749Issuer and Affiliated Purchasers47504751Shares repurchased by the Company and affiliated4752purchases in the first quarter of 2016 are outlined below.47534754Period TotalNumber ofShares(or Units)Purchased Average PricePaid PerShare(or Unit) Total Number ofShares (or Units)Purchased asPart of PubliclyAnnounced Plansor Programs Maximum Number(or ApproximateDollar Value) ofShares (or Units)that May Yet BePurchased Underthe Plans orPrograms(1)4755January 1, 2016 to January 31, 2016 294,166 (2) $ 10.85 - 2,050,1544756February 1, 2016 to February 29, 2016 - - - 2,050,1544757March 1, 2016 to March 31, 2016 - - - 2,050,1544758Totals 294,166 $ 10.85 - 2,050,1544759(1) The Company has a stock buyback program initially adopted in 1998 and subsequently amended in 2013 that authorizes the repurchase of up to 31,578,125 shares. There were no shares repurchased as part of this program during the first quarter of 2016. As of March 31, 2016, there are 2,050,154 shares available to be repurchased under the current authorization. Currently the program does not have a predetermined expiration date.4760(2) Represents shares repurchased by the Company in connection with taxes related to vesting of restricted shares.47614762ITEM 3. DEFAULTS UPON SENIOR SECURITIES47634764None.47654766ITEM 4. MINE SAFETY DISCLOSURES47674768The information required by Section 1503(a)4769of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included"47700001193125-17-226139,full_body,N/A,455,"Form 8-K47714772UNITED STATES47734774SECURITIES AND EXCHANGE COMMISSION47754776Washington D.C. 2054947774778FORM47798-K47804781CURRENT4782REPORT47834784Pursuant to section 13 or 15(d)47854786of The Securities Exchange Act of 193447874788Date of Report (Date of earliest event reported)47894790July 11, 201747914792Civista4793Bancshares, Inc.47944795(Exact name of Registrant as specified in its charter)47964797Ohio 001-36192 34-15586884798(State or other jurisdiction ofincorporation or organization) (CommissionFile Number) ( IRS EmployerIdentification No.)47994800100 East Water Street, P.O. Box 5016, Sandusky, Ohio 4487048014802(Address of principle executive offices)48034804Registrant’s telephone number, including area code: (419)4805625-412148064807N/A48084809(Former name or4810former address, if changed since last report)48114812Check the appropriate box below4813if the Form48148-K4815filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:48164817☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)48184819☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)48204821☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))48224823☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))48244825Indicate by check mark whether the registrant is an emerging growth company as4826defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule482712b-24828of the Securities Act of 19344829(§240.12b-24830of this chapter)48314832Em"48330001547903-24-000101,full_body,N/A,522,"nmih-20240430483400015479034835false4836000154790348372024-04-3048382024-04-304839UNITED STATES4840SECURITIES AND EXCHANGE COMMISSION4841WASHINGTON, DC 205494842FORM48438-K4844CURRENT REPORT4845Pursuant to Section 13 or 15(d) of4846The Securities Exchange Act of 19344847Date of report (Date of earliest event reported):4848April 30, 20244849NMI Holdings, Inc.4850(Exact Name of Registrant as Specified in Its Charter)4851Delaware 001-36174 45-49142484852(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)48532100 Powell Street4854,485512th Floor4856,4857Emeryville4858,4859CA48604861(Address of Principal Executive Offices)48629460848634864(Zip Code)4865(48668554867)4868530-664248694870(Registrant’s Telephone Number, Including Area Code)4871(Former Name or Former Address, if Changed Since Last Report)4872Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (4873see4874General Instruction A.2. below):4875☐4876Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)4877☐4878Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)4879☐4880Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))4881☐4882Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))4883Securities registered pursuant to Section 12(b) of the Act:4884Title of each class Trading Symbol(s) Name of each exchange on which registered4885Class A Common Stoc"48860000908255-22-000015,full_body,N/A,570,"bwa-20220504488700009082554888FALSE4889000090825548902022-05-0448912022-05-04489200009082554893us-gaap:CommonStockMember48942022-05-0448952022-05-04489600009082554897us-gaap:SeniorNotesMember4898bwa:SeniorNotesDueMay2031Member48992022-05-0449002022-05-044901UNITED STATES SECURITIES AND EXCHANGE COMMISSION4902Washington D.C. 205494903FORM49048-K4905CURRENT REPORT4906Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 19344907Date of Report (Date of earliest event reported):4908May 4, 20224909BORGWARNER INC.4910________________________________________________4911(Exact name of registrant as specified in its charter)4912Delaware 1-12162 13-34045084913State or other jurisdiction of Commission File No. (I.R.S. Employer4914Incorporation or organization Identification No.)49153850 Hamlin Road, Auburn Hills, Michigan 483264916(Address of principal executive offices) (Zip Code)4917Registrant’s telephone number, including area code: (49182484919)4920754-920049214922(Former name or former address, if changed since last report)4923Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:4924o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)4925o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)4926o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))4927o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))4928Tit"49290000915389-11-000033,full_body,N/A,363,"form8k_q12011.htm49304931UNITED STATES49324933SECURITIES AND EXCHANGE COMMISSION49344935WASHINGTON, DC 2054949364937FORM 8-K49384939CURRENT REPORT49404941Pursuant to Section 13 or 15 (d) of The Securities Exchange Act of 193449424943Date of report (Date of earliest event reported):49444945April 28, 201149464947EASTMAN CHEMICAL COMPANY49484949(Exact Name of Registrant as Specified in Its Charter)49504951Delaware 1-12626 62-15393594952(State or Other Jurisdictionof Incorporation) (Commission File Number) (IRS EmployerIdentification No.)49534954200 South Wilcox Drive, Kingsport, TN 376624955(Address of Principal Executive Offices) (Zip Code)49564957(423) 229-200049584959(Registrant’s Telephone Number, Including Area Code)49604961Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:49624963o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)4964o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)4965o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))4966o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))49674968EASTMAN CHEMICAL COMPANY - EMN49694970Item 2.02 Results of Operations and Financial Condition49714972On April 28, 2011, the registrant publicly released its financial results for first quarter 2011. The full text of the release is furnished as Exhibit 99.01 to this Form 8-K, and is incorporated herein by refer"49730001045450-24-000086,legal_proceedings,P2_1,63,"Proceedings4974We are subject to certain claims and lawsuits in the ordinary course of business, the outcome of which cannot be determined at this time. In the opinion of management, any liability we might incur upon the resolution of these claims and lawsuits will not, in the aggregate, have a material adverse effect on our consolidated financial position or results of operations.497547"49760000935703-21-000058,unregistered_sales,P2_2,372,"Sales of Equity Securities and Use of Proceeds.4977During the 13 weeks ended October 30, 2021, the Board increased our share repurchase authorization by $1.05 billion to an aggregate amount of $2.5 billion, including $1.45 billion available for repurchases under the Board’s previous repurchase authorization approved on March 2, 2021. The repurchase authorization does not have an expiration date.4978We did not repurchase any shares of common stock on the open market in the 13 weeks ended October 30, 2021.4979Item 3. Defaults Upon Senior Securities.4980None.4981Item 4. Mine Safety Disclosures.4982None.4983Item 5. Other Information.4984None.4985Item 6. Exhibits.4986Incorporated by Reference4987Exhibit Exhibit Description Form Exhibit Filing Date Filed Herewith49883.1 Amended Articles of Incorporation of Dollar Tree, Inc., effective June 20, 2013 8-K 3.1 6/21/201349893.2 Amended By-Laws of Dollar Tree, Inc., effective June 10, 2021 8-K 3.1 6/11/2021499031.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X499131.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X4992314993Table of Contents4994Incorporated by Reference4995Exhibit Exhibit Description Form Exhibit Filing Date Filed Herewith499632.1 Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 X499732.2 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 X4998101 The following financial statements f"49990001104659-24-055755,full_body,N/A,844,"false50005001000167904950025003true500450050001679049500650072024-04-29500850092024-04-2950105011000167904950125013us-gaap:CommonStockMember501450152024-04-29501650172024-04-2950185019000167904950205021insw:RightscommonstockMember502250232024-04-29502450252024-04-2950265027iso4217:USD50285029xbrli:shares50305031iso4217:USD50325033xbrli:shares50345035UNITED5036STATES50375038SECURITIES5039AND EXCHANGE COMMISSION50405041Washington,5042D.C. 2054950435044FORM504550468-K50475048CURRENT5049REPORT50505051PURSUANT5052TO SECTION 13 OR 15(5053D5054) OF THE50555056SECURITIES5057EXCHANGE ACT OF 193450585059May 1, 2024 (5060April 29,506120245062)50635064Date of Report (Date5065of earliest event reported)50665067International Seaways, Inc.50685069(Exact Name of Registrant5070as Specified in Charter)507150721-37836-150735074Commission File Number50755076Marshall Islands 98-04671175077(State or other jurisdiction ofincorporation or organization) (I.R.S. Employer Identification Number)50785079600 Third Avenue5080,5081508239th Floor50835084New York5085,5086New York508750881001650895090(Address5091of Principal Executive Offices) (Zip Code)50925093Registrant's telephone5094number, including area code50955096(50972125098)5099578-160051005101Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:51025103¨ Written communications pursuant to Rule 425 under the5104Securities Act (17 CFR 230.425)51055106¨ Soliciting material pursuant to Rule 14a-12 under the5107Exchange Act (17 CFR 240.14a-12)51085109¨ Pre-commencement communications pursuant to Rule 14d-2(b)5110under the Exchange Act (17 CFR 240.14d-2(b))51115112¨ Pre-commencement communications pursuant to Rule 13e-4(c)5113under the Exchange Act (17 CFR 240.13e-4(c))51145115Ind"51160001193125-24-131996,full_body,N/A,1346,"Form 8-K51175118false51195120000171036651215122--12-31512351240001710366512551262024-04-30512751282024-04-3051295130UNITED STATES51315132SECURITIES AND EXCHANGE COMMISSION51335134Washington, D.C. 2054951355136FORM51378-K51385139CURRENT REPORT51405141PURSUANT TO SECTION 13 OR 15(d)51425143OF THE SECURITIES EXCHANGE ACT OF 193451445145Date of Report (Date of earliest event reported):5146April 30, 202451475148CONSOL Energy Inc.51495150(Exact name of registrant as specified in its charter)51515152Delaware 001-38147 82-19540585153(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)51545155275 Technology Drive51565157Suite 10151585159Canonsburg5160,5161Pennsylvania516251631531751645165(Address of principal executive offices)51665167(Zip code)51685169Registrant’s telephone number, including area code:51705171(724)51725173416-830051745175Check the appropriate box below if the Form51768-K5177filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:51785179☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)51805181☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)51825183☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))51845185☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))51865187Securities registered pursuant to Section 12(b) of the Act:51885189Title of each class TradingSymbol(s) Name of each exchangeon which registered5190Common Stock, $0.01 par value CEIX New York Stock Exchange51915192Indicate by check mark whether th"51930001628280-26-050610,quantitative_disclosures,P1_3,587,"and Qualitative Disclosures about Market Risk5194We are exposed to potential fluctuations in earnings, cash flows, and the fair values of certain of our assets and liabilities due to changes in interest rates and foreign exchange rates. To manage the risk from these exposures, we enter into a variety of derivative instruments. We do not enter into derivatives or financial instruments for trading or speculative purposes.5195The following discussion describes our specific exposures and the strategies we use to manage these risks. Refer to Note 2 “Accounting Principles and Practices” in the Notes to Consolidated Financial Statements in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and Note 13 “Derivatives and Hedging” to our Financial Statements contained in Part I, Item 1 of this report, for discussion of our accounting policies for financial instruments and derivatives.5196Foreign Exchange Risk5197We are subject to foreign exchange rate risk. Our primary exposures include exchange rates between the U.S. dollar and the euro, the British pound, the Canadian dollar, the Australian dollar, the Indian rupee, and the Japanese yen. We use over-the-counter options, forwards, and cross currency interest rate swap contracts to reduce the impact of foreign currency risk to our financial statements.5198Additionally, some of our non-U.S. subsidiaries receive revenue in currencies that differ from their functional currencies. Most significantly, our U.K. "51990001090425-26-000017,risk_factors,P2_1A,94,"FACTORS5200Our operations and financial results are subject to various risks and uncertainties, including those described in Part I, Item 1A, “Risk Factors” in our combined Annual Report on Form 10-K for the year ended December 31, 2025, which could adversely affect our business, financial condition, results of operations, cash flows, and the trading price of our Class A common stock. Except for the updated risk factor included below, there have been no material changes to our risk factors since our combined Annual Report on Form 10-K for the year ended December 31, 2025."52010000899715-11-000102,quantitative_disclosures,P1_3,315,"and Qualitative Disclosures about Market Risk5202Market Risk5203We are exposed to various market risks, including changes in interest rates. Market risk is the potential loss arising from adverse changes in market rates and prices, such as interest rates. We may periodically enter into certain interest rate protection and interest rate swap agreements to effectively convert floating rate debt to a fixed rate basis. We do not enter into derivatives or other financial instruments for trading or speculative purposes. As of September 30, 2011, we were not a party to any interest rate protection agreements.5204As of September 30, 2011, approximately 33% of our outstanding debt had a variable interest rate and was therefore subject to market fluctuations. An increase in the LIBOR rate of 100 basis points would result in an increase of approximately $2.9 million in interest expense on an annual basis. The information presented herein is merely an estimate and has limited predictive value. As a result, the ultimate effect upon our operating results of interest rate fluctuations will depend on the interest rate exposures that arise during the period, our hedging strategies at that time and future changes in the level of interest rates.5205555206The estimated fair value of our debt, consisting of senior unsecured notes, a senior, unsecured bridge loan, senior exchangeable notes and unsecured lines of credit, at September 30, 2011 and December 315207, 2052081052095210was5211$1.1 billion5212and $770.1 million, respectiv"52130001047469-14-000906,controls_and_procedures,9A,651,"and Procedures52145215Management's Evaluation of Disclosure Controls and Procedures52165217We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or5218submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated5219to our management, including our Chief Executive Officer (""CEO"") and our Chief Financial Officer (""CFO""), as appropriate, to allow timely decisions regarding required financial disclosure.52205221As5222of the end of the period covered by this report, we evaluated, under the supervision and with the participation of our CEO and CFO, the effectiveness of the design and operation of our disclosure5223controls and procedures pursuant to Exchange Act Rule 13a-15(e). Based upon this evaluation, the CEO and CFO concluded that our disclosure controls and procedures were effective at a reasonable5224assurance level as of December 31, 2013.52255226Management's Report on Internal Control over Financial Reporting52275228Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange5229Act Rule 13a-15(f). Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of5230financial statements for external purpo"52310000851205-15-000003,business,1,3602,"Corporate Profile5232Cognex Corporation was incorporated in Massachusetts in 1981. Our corporate headquarters are located at One Vision Drive, Natick, Massachusetts 01760 and our telephone number is (508) 650-3000.5233Cognex is a leading worldwide provider of machine vision products that capture and analyze visual information in order to automate tasks, primarily in manufacturing processes, where vision is required. Machine vision is important for applications in which human vision is inadequate to meet requirements for size, accuracy, or speed, or in instances where substantial cost savings are obtained through the reduction of labor or improved product quality. Today, many types of manufacturing equipment require machine vision because of the increasing demands for speed and accuracy in manufacturing processes, as well as the decreasing size of items being manufactured.5234Cognex has two operating divisions: the Modular Vision Systems Division (MVSD), based in Natick, Massachusetts, and the Surface Inspection Systems Division (SISD), based in Hayward, California. MVSD develops, manufactures, and markets modular vision systems and ID products that are used to automate the manufacture and tracking of discrete items, such as cellular phones, aspirin bottles, and automobile wheels, by locating, identifying, inspecting, and measuring them during the manufacturing or distribution process. SISD develops, manufactures, and markets surface inspection vision systems that are used to inspect t"52350001104485-23-000188,md_and_a,P1_2,8668,"Discussion and Analysis of Financial Condition and Results of Operations.5236Cautionary Statement Concerning Forward-Looking Statements5237We are including the following discussion to inform our existing and potential security holders generally of some of the risks and uncertainties that can affect our company and to take advantage of the “safe harbor” protection for forward-looking statements that applicable federal securities law affords.5238From time to time, our management or persons acting on our behalf may make forward-looking statements to inform existing and potential security holders about our company. All statements other than statements of historical facts included in this report regarding our financial position, business strategy, plans and objectives of management for future operations, industry conditions, indebtedness covenant compliance, capital expenditures, production, cash flow, borrowing base under our Revolving Credit Facility, our intention or ability to pay or increase dividends on our capital stock, and impairment are forward-looking statements. When used in this report, forward-looking statements are generally accompanied by terms or phrases such as “estimate,” “project,” “predict,” “believe,” “expect,” “continue,” “anticipate,” “target,” “could,” “plan,” “intend,” “seek,” “goal,” “will,” “should,” “may” or other words and similar expressions that convey the uncertainty of future events or outcomes. Items contemplating or making assumptions about actual or pot"52390000891103-14-000017,md_and_a,P1_2,31,"Discussion and Analysis of Financial Condition and Results of Operations5240GENERAL5241FINANCIAL POSITION, LIQUIDITY AND CAPITAL RESOURCES5242CONTRACTUAL OBLIGATIONS AND COMMERCIAL COMMITMENTS5243IAC'S PRINCIPLES OF FINANCIAL REPORTING5244RECONCILIATION OF ADJUSTED EBITDA"52450000726958-15-000148,risk_factors,P2_1A,586,"Factors5246There have been no material changes in our “risk factors” from those disclosed in our524720155248Annual Report on Form 10-K.5249195250Table of Contents5251Item 6.5252Exhibits5253.5254The following exhibits are filed with this Report or, if so indicated, incorporated by reference.52555256ExhibitNo. Description52573.1 Restatement of the Restated and Amended Articles of Incorporation(incorporated by reference from the Quarterly Report on Form 10-Q for the fiscal quarter ended October 31, 1996)and Articles of Amendment thereto(incorporated by reference from the Current Report on Form 8-K filed April 16, 2010, as amended by the Current Report on Form 8-K/A filed April 19, 2010, and the Current Report on Form 8-K filed May 20, 2011).52583.2(a) Second Amended and Restated By-laws(incorporated by reference from the Current Report on Form 8-K filed June 16, 2009)and Amendments thereto (incorporated by reference from the Current Reports on Form 8-K filed May 20, 2011, and August 2, 2011, and the Current Report on Form 8-K filed on June 22, 2012).52594.8 Note Purchase Agreement dated as of September 29, 2006 among the Company and the purchasers of the 5.72% Senior Notes, Series A and Series B(incorporated by reference from the Current Report on Form 8-K filed September 29, 2006).52604.9 Note Purchase Agreement dated as of August 9, 2010 among the Company and the purchasers of the 5.22% Senior Notes(incorporated by reference from the Current Report on Form 8-K filed August 10, 2010).52614.10 Note Purchase Agreement dated as"52620001144204-13-055627,full_body,N/A,357,"UNITED STATES52635264SECURITIES AND EXCHANGE COMMISSION52655266WASHINGTON, D.C. 2054952675268FORM 8-K52695270CURRENT REPORT PURSUANT52715272TO SECTION 13 OR 15(d) OF THE52735274SECURITIES EXCHANGE ACT OF 193452755276Date of Report (Date of earliest event reported): October 17,201352775278F.N.B. CORPORATION5279(Exact name of registrant as specified in its charter)5280FLORIDA5281(State or Other Jurisdiction of Incorporation)52825283001-31940 25-12554065284(Commission File Number) (IRS Employer Identification No.)52855286One F.N.B. Boulevard, Hermitage, PA 161485287(Address of Principal Executive Offices) (Zip Code)52885289(724) 981-60005290(Registrant's telephone number, including area code)5291(Former name or former address, if changed since last report)52925293Check5294the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant5295under any of the following provisions (see General Instructions A.2. below):52965297¨52985299Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)53005301¨53025303Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)53045305¨53065307Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))53085309¨53105311Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))53125313INFORMATION TO BE INCLUDED IN THE REPORT53145315ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION53165317On October 17, 2013, F.N.B. Corporation5318(the Corporation) announced financial results for the quarter ended September"53190001437749-18-009352,md_and_a,P1_2,354,"in our annual report filed on Form 10-K for the year ended December 31, 2017. Our assessment of reserves occurs at least annually, and periodically utilizes external audits.532053215553225323Table of Contents53245325Reserves are a key component in the valuation of our properties, plants and equipment. Reserve estimates are used in determining appropriate rates of units-of-production depreciation, with net book value of many assets depreciated over remaining estimated reserves. Reserves are also a key component in forecasts, with which we compare future cash flows to current asset values in an effort to ensure that carrying values are reported appropriately. Our forecasts are also used in determining the level of valuation allowances on our deferred tax assets. Reserves also play a key role in the valuation of certain assets in the determination of the purchase price allocations for acquisitions. Annual reserve estimates are also used to determine conversions of mineral assets beyond the known reserve resulting from business combinations to depreciable reserves, in periods subsequent to the business combinations (see5326Business Combinations5327below). Reserves are a culmination of many estimates and are not guarantees that we will recover the indicated quantities of metals or that we will do so at a profitable level.53285329Business Combinations53305331We are required to allocate the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed based on their estima"53320001193125-11-029011,md_and_a,P1_2,7263,"DISCUSSION AND ANALYSIS53335334OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS53355336The following discussion and analysis should be read in conjunction with our interim condensed consolidated financial statements and5337the related notes that appear elsewhere in this Form 10-Q. These discussions contain forward-looking statements reflecting our current expectations that involve risks and uncertainties. In some cases, you can identify forward-looking statements by5338terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,”5339“continue” or the negative of these terms or other comparable terminology. Forward-looking statements include, but are not limited to: statements regarding the extent and timing of future licensing, products and services revenue levels and5340mix, expenses, margins, net income per diluted share, income taxes, tax benefits, acquisition costs and related amortization, and other measures of results of operations; our expectations regarding demand and acceptance for our technologies; growth5341opportunities and trends in the market in which we operate; our plans, strategies and expected opportunities; the deployment of and demand for our products and products incorporating our technologies; and future competition. Actual results may5342differ materially from those discussed in these forward-looking statements due to a number of factors, including the risks set forth in the section entitled “Risk Factors” in Part I"53430001193125-13-186747,full_body,N/A,868,"Form 8-K53445345UNITED STATES53465347SECURITIES AND EXCHANGE COMMISSION53485349WASHINGTON, DC 2054953505351FORM 8-K53525353CURRENT REPORT53545355Pursuant to Section 13 or 15(d) of the53565357Securities Exchange Act of5358193453595360Date of report (Date of earliest event reported): April 24, 201353615362NCR CORPORATION53635364(Exact Name of Registrant Specified in Charter)53655366Commission5367File Number 001-0039553685369Maryland 31-03879205370(State or Other Jurisdictionof Incorporation) (I.R.S. EmployerIdentification No.)537153723097 Satellite Boulevard53735374Duluth, GA 3009653755376(Address of principal executive offices and zip code)53775378Registrant’s telephone number, including area code: (937) 445-500053795380N/A53815382(Former name or former address, if changed since last report)53835384Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:53855386¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)53875388¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)53895390¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240, 14d-2(b))53915392¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240, 13e-4(c))53935394Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.53955396(e) NCR Corporation (“NCR” or the “Company”) held its Annual Meeting of Stockholders on A"53970000950123-11-005823,controls_and_procedures,P1_4,190,"AND PROCEDURES53985399Evaluation of disclosure controls and procedures54005401As of the end of the period covered by this report, we carried out an evaluation, under the5402supervision and with the participation of our management, of the effectiveness of the design and5403operation of our disclosure controls and procedures pursuant to Rule 13a-15 of the Exchange Act.5404Based upon that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded5405that, as of December 25, 2010, our disclosure controls and procedures were effective at providing5406reasonable assurance that information required to be disclosed by us in reports filed or submitted5407under the Exchange Act is recorded, processed, summarized, and reported within the time periods5408specified in the SEC’s rules and forms and that our controls and procedures are effective in timely5409alerting them to material information required to be included in this report.54105411Changes in control over financial reporting54125413There has been no change in our internal control over financial reporting that5414occurred during our most recent fiscal quarter that has materially affected or is reasonably likely5415to materially affect our internal control over financial reporting.54165417PART II. OTHER INFORMATION"54180000313143-17-000044,md_and_a,P1_2,9555,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS5419This Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be read in conjunction with both our interim consolidated financial statements and notes thereto which appear elsewhere in this Quarterly Report on Form 10-Q and our annual consolidated financial statements, notes thereto and the MD&A contained in our Annual Report on Form 10-K for the year ended5420April 1, 20175421. The following discussion may contain forward-looking statements and should be read in conjunction with the “Cautionary Statement Regarding Forward-Looking Information” in this discussion.5422Our Business5423Haemonetics is a global healthcare company dedicated to providing a suite of innovative hematology products and solutions to customers to help them improve patient care and reduce the cost of healthcare. Our technology addresses important medical markets, including blood and plasma component collection, the surgical suite, and hospital transfusion services.5424Blood and its components (plasma, platelets, and red cells) have many vital and frequently life-saving clinical applications. Plasma is used for patients with major blood loss and is manufactured into biopharmaceuticals to treat a variety of illnesses, including immune diseases and coagulation disorders. Red cells treat trauma patients or patients undergoing surgery with high blood loss, such as open heart surgery or organ transplant. Platel"54250001535929-23-000066,financial_statements,P1_1,32763,"Statements5426Voya Financial, Inc.5427Condensed Consolidated Balance Sheets5428June 30, 2023 and December 31, 2022 (Unaudited)5429(In millions, except share and per share data)5430June 30,2023 December 31,20225431Assets:5432Investments:5433Fixed maturities, available-for-sale, at fair value (amortized cost of $28,812as of 2023 and $30,202as of 2022; net of allowance for credit losses of $16as of 2023 and $12as of 2022) $ 25,955 $ 27,0445434Fixed maturities, at fair value using the fair value option 2,090 2,1515435Equity securities, at fair value 309 3365436Short-term investments 49 3565437Mortgage loans on real estate (net of allowance for credit losses of $27as of 2023 and $18as of 2022) 5,339 5,4275438Policy loans 358 3635439Limited partnerships/corporations 1,800 1,7815440Derivatives 444 4225441Other investments 69 685442Securities pledged (amortized cost of $1,266as of 2023 and $1,303as of 2022) 1,148 1,1625443Total investments 37,561 39,1105444Cash and cash equivalents 1,195 9195445Short-term investments under securities loan agreements, including collateral delivered 1,089 1,1795446Accrued investment income 417 4255447Premium receivable and reinsurance recoverable (net of allowance for credit losses of $26as of 2023 and $32as of 2022) 12,131 12,4265448Deferred policy acquisition costs and Value of business acquired 2,304 2,3635449Deferred income taxes 2,161 2,2235450Goodwill 646 3275451Other intangibles, net 908 6315452Other assets (net of allowance for credit losses of $1as of 2023 and 2022) 2,626 2,6255453Assets related to consolidated investment ent"54540001193125-21-179284,full_body,N/A,556,"Form 8-K54555456NY54575458false545954600001802768546154620001802768546354642021-06-02546554662021-06-0254675468UNITED STATES54695470SECURITIES AND EXCHANGE COMMISSION54715472Washington, DC 2054954735474FORM54758-K54765477CURRENT REPORT54785479Pursuant to Section 13 or 15(d)54805481of the Securities Exchange Act of 193454825483Date of Report (Date of earliest event reported):54845485June 2, 202154865487Royalty Pharma plc54885489(Exact Name of Registrant as Specified in its Charter)54905491England and Wales 001-39329 98-15357735492(State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)54935494110 East 59thStreetNew York,New York 100225495(Address of Principal Executive Offices) (Zip Code)54965497Registrant’s telephone number, including area code:5498(212)54995500883-020055015502Not Applicable55035504(Former name or former address, if changed since last report)55055506Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):55075508☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)55095510☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)55115512☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))55135514☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))55155516Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:55175518Title of each class Tradingsymbol(s) N"55190001576280-23-000020,risk_factors,1A,39423,"Factors5520Risk Factors5521Our operations and financial results are subject to various risks and uncertainties including those described below. You should consider carefully the risks and uncertainties described below, in addition to other information contained in this Annual Report on Form 10-K, including our consolidated financial statements and related notes. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties that we are unaware of, or that we currently believe are not material, may also become important factors that adversely affect our business. If any of the following risks or others not specified below materialize, our business, financial condition and results of operations could be materially and adversely affected. In that case, the trading price of our common stock could decline.5522Risks related to our business and strategy5523We have incurred significant losses since inception, we may continue to incur losses in the future and we may not be able to generate sufficient revenue to achieve and maintain profitability.5524We have incurred significant losses since our inception. For the years ended December 31, 2022, 2021 and 2020, we incurred net losses of $654.6 million, $384.8 million and $246.3 million, respectively. As of December 31, 2022, we had an accumulated deficit of $1.7 billion. To date, we have financed our operations principally from the sale of stock or convertible securities, and revenue from precision oncolog"55250001047469-10-008953,financial_statements,P1_1,9974,"Statements55265527TriMas Corporation55285529Consolidated Balance Sheet55305531(Unaudited—dollars in thousands)55325533September 30,2010 December 31,20095534Assets5535Current assets:5536Cash and cash equivalents $ 46,510 $ 9,4805537Receivables, net of reserves of approximately $6.0 million and $5.7 million as of September 30, 2010 and December 31, 2009,5538respectively 128,480 93,3805539Inventories 149,130 141,8405540Deferred income taxes 32,920 24,3205541Prepaid expenses and other current assets 7,610 6,5005542Assets of discontinued operations held for sale — 4,2505543Total current assets 364,650 279,7705544Property and equipment, net 161,620 162,2205545Goodwill 194,850 196,3305546Other intangibles, net 155,640 164,0805547Other assets 22,740 23,3805548Total assets $ 899,500 $ 825,7805549Liabilities and Shareholders' Equity5550Current liabilities:5551Current maturities, long-term debt $ 6,940 $ 16,1905552Accounts payable 108,370 92,8405553Accrued liabilities 74,570 65,7505554Liabilities of discontinued operations — 1,0705555Total current liabilities 189,880 175,8505556Long-term debt 492,480 498,3605557Deferred income taxes 67,180 42,5905558Other long-term liabilities 45,120 47,0005559Total liabilities 794,660 763,8005560Preferred stock $0.01 par: Authorized 100,000,000 shares; Issued and outstanding: None — —5561Common stock, $0.01 par: Authorized 400,000,000 shares; Issued and outstanding: 34,067,856 shares at September 30, 2010 and 33,895,503 shares at5562December 31, 2009 340 3305563Paid-in capital 529,710 528,3705564Accumulated deficit (470,800 ) (510,380 )5565Accumulated other comprehensiv"55660000091440-23-000005,changes_in_accounting,9,29079,"Regarding Foreign Jurisdictions that Prevent Inspections5567Not applicable.5568PART III5569Item 10: Directors, Executive Officers and Corporate Governance5570Incorporated by reference to the sections entitled “Item 1: Election of Directors,” “Corporate Governance Practices and Board Information” and “Other Information” in Snap-on’s 2023 Annual Meeting Proxy Statement, which is expected to be mailed to shareholders on or about March 10, 2023 (the “2023 Proxy Statement”).5571The Section 16(a) filing compliance disclosure pursuant to Item 405 of Regulation S-K is contained in Snap-on’s 2023 Proxy Statement in the section entitled “Other Information – Delinquent Section 16(a) Reports,” and is incorporated herein by reference.5572Information about our Executive Officers5573Information regarding Snap-on’s executive officers, including their ages, business experience (for at least the last five years) and titles as of December 31, 2022, is presented below:5574Nicholas T. Pinchuk5575(76) – Chairman of the Board of Directors since 2009, President and Chief Executive Officer since December 2007, and President and Chief Operating Officer during 2007. Senior Vice President and President – Worldwide Commercial & Industrial Group from 2002 to 2007. Prior to joining Snap-on, Mr. Pinchuk held various positions, including President of Global Refrigeration Operations and President of Asia Pacific Operations, at Carrier Corporation, a producer of air conditioning, heating and refrigeration systems, and a subsidiary of Un"55760001104659-24-061157,full_body,N/A,624,"false557755780001056943557955800001056943558155822024-05-11558355842024-05-1155855586iso4217:USD55875588xbrli:shares55895590iso4217:USD55915592xbrli:shares55935594UNITED STATES55955596SECURITIES AND5597EXCHANGE COMMISSION55985599Washington, D.C.56002054956015602FORM56038-K56045605CURRENT REPORT56065607Pursuant to Section560813 or 15(d) of the Securities Exchange Act of 193456095610Date of Report:5611May561211, 202456135614(Date of earliest event reported)56155616PEOPLES FINANCIAL SERVICES CORP.56175618(Exact name of registrant as specified in5619its charter)56205621001-3638856225623(Commission File Number)56245625PA 23-23918525626(State or other jurisdiction of incorporation) (IRS Employer of Identification No.)56275628150 North Washington Avenue,Scranton,Pennsylvania 18503-18485629(Address of principal executive offices) (Zip Code)56305631(56325705633)5634346-774156355636(Registrant’s telephone number, including5637area code)56385639Check the appropriate box below if the5640Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions5641(see General Instruction A.2. below):56425643¨ Written communications pursuant to Rule 425 under the5644Securities Act (17 CFR 230.425)56455646¨ Soliciting material pursuant to Rule 14a-12 under the5647Exchange Act (17 CFR 240.14a-12)56485649¨ Pre-commencement communications pursuant to Rule 14d-2(b)5650under the Exchange Act (17 CFR 240.14d-2(b))56515652¨ Pre-commencement communications pursuant to Rule 13e-4(c)5653under the Exchange Act (17 CFR 240.13e-4(c))56545655Securities registered pursuant to Section 12(b) of the Act:56565657Title of each class Trading Symbol(s) Name of each exchange on which registered"56580001078271-13-000020,quantitative_disclosures,P1_3,674,"and Qualitative Disclosures About Market Risk5659Interest Rate Sensitivity5660The primary objective of our investment activities is to preserve principal while at the same time maximize the income we receive from our investments without significantly increasing risk. Some of the securities that we have invested in may be subject to market risk. This means that a change in prevailing interest rates may cause the principal amount of the investment to fluctuate. For example, if we hold a security that was issued with a fixed interest rate at the then-prevailing rate and the prevailing interest rate later rises, the principal amount of our investment will probably decline. To minimize this risk, we maintain our portfolio of cash equivalents and short-term investments in a variety of securities, including commercial paper, other non-government debt securities and money market funds.5661The valuation of our investment portfolio is subject to uncertainties that are difficult to predict. Factors that may impact its valuation include changes to credit ratings of the securities, discount rates and ongoing strength and quality of market credit and liquidity.5662If the current market conditions deteriorate further, or the anticipated recovery in market values does not occur, we may be required to record impairment charges in future quarters.5663The following table presents the amounts of our cash equivalents, short-term investments and marketable securities that are subject to market risk by range of e"56640001104659-17-050691,full_body,N/A,570,"UNITED STATES5665SECURITIES AND EXCHANGE COMMISSION56665667Washington, D.C. 2054956685669FORM 8-K56705671CURRENT REPORT5672Pursuant to Section 13 or 15(d) of5673the Securities Exchange Act of 193456745675August 8, 201756765677Date of Report (Date of earliest event reported)56785679SANMINA CORPORATION56805681(Exact name of registrant as specified in its charter)56825683Delaware 000-21272 77-02281835684(State or other jurisdiction ofincorporation) (Commission File Number) (I.R.S. Employer IdentificationNo.)568556862700 North First Street56875688San Jose, California 9513456895690(Address of principal executive offices)56915692(408) 964-350056935694(Registrant’s telephone number, including area code)56955696Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:56975698o5699Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)57005701o5702Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)57035704o5705Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))57065707o5708Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))57095710Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2) of this chapter).57115712Emerging growth company5713o57145715If an emerging growth company, indicate by check ma"57160001104659-25-072438,full_body,N/A,537,"false571757180001166003571957200001166003572157222025-07-31572357242025-07-3157255726iso4217:USD57275728xbrli:shares57295730iso4217:USD57315732xbrli:shares57335734UNITED STATES57355736SECURITIES AND EXCHANGE5737COMMISSION57385739Washington, D.C. 2054957405741FORM57428-K57435744CURRENT REPORT5745Pursuant to Section 135746or 15(d) of the5747Securities Exchange Act of 193457485749Date of Report (Date5750of earliest event reported):5751July 31, 202557525753XPO,5754INC.57555756(Exact name of registrant5757as specified in its charter)57585759Delaware 001-32172 03-04503265760(State5761or other jurisdiction ofincorporation) (Commission5762File Number) (I.R.S.5763EmployerIdentification No.)57645765Five5766American Lane5767,5768Greenwich5769,57705771Connecticut577257730683157745775(Address of principal executive offices)57765777(57788555779)57805781976-695157825783(5784Registrant’s telephone number, including5785area code)57865787Check the appropriate box below if the Form57888-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:57895790¨ Written5791communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)5792¨ Soliciting5793material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)5794¨ Pre-commencement5795communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))5796¨ Pre-commencement5797communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))57985799Securities registered5800pursuant to Section 12(b) of the Act:58015802Title5803of each class Trading5804symbol(s) Name5805of each exchange on which registered5806Common5807stock, par value $0.001 per share XPO New5808York Stock Exchange58095810Indicat"58110001071739-25-000183,unregistered_sales,P2_2,680,"Sales of Equity Securities and Use of Proceeds5812In November 2005, the Company's Board of Directors announced a stock repurchase program, which was most recently increased in December 2023. The Company is authorized to repurchase up to $10.0 billion, inclusive of past authorizations, of which $1.8 billion is available as of September 30, 2025.5813The stock repurchase program is effected primarily through regular open-market purchases (which may include repurchase plans designed to comply with Rule 10b5-1 and accelerated share repurchases), the amounts and timing of which are subject to the Company's discretion as part of its capital allocation strategy, and may be based upon general market conditions and the prevailing price and trading volumes of its common stock. No duration has been placed on the repurchase program. The Company reserves the right to discontinue the repurchase program at any time.5814Issuer Purchases of Equity SecuritiesThird Quarter 2025(Shares in thousands)5815Period Total Number ofShares Purchased(1) Average PricePaid per Share Total Number of SharesPurchased as Part of PubliclyAnnounced Plans or Programs Approximate Dollar Value ofShares that May Yet Be PurchasedUnder the Plans or Programs($ in millions)(2)5816July 1, 2025 - July 31, 2025 1 $ 30.64 — $ 1,8305817August 1, 2025 - August 31, 2025 23 25.72 — 1,8305818September 1, 2025 - September 30, 2025 6 29.90 — 1,8305819Total 30 $ 26.77 — $ 1,8305820(1) Includes 11 thousand shares relinquished to the Company by certain employees"58210001140361-12-024388,financial_statements,P1_1,19748,"Statements58225823MGIC INVESTMENT CORPORATION AND SUBSIDIARIES58245825CONSOLIDATED BALANCE SHEETS58265827March 31, 2012 and December 31, 201158285829(Unaudited)58305831March 31, December 31,58322012 20115833ASSETS (In thousands)5834Investment portfolio (notes 7 and 8):5835Securities, available-for-sale, at fair value:5836Fixed maturities (amortized cost, 2012 - $5,460,402; 2011 - $5,700,894) $ 5,533,466 $ 5,820,9005837Equity securities 2,783 2,7475838Total investment portfolio 5,536,249 5,823,6475839Cash and cash equivalents 902,606 995,7995840Accrued investment income 52,014 55,6665841Reinsurance recoverable on loss reserves (note 4) 142,289 154,6075842Reinsurance recoverable on paid losses 17,490 19,8915843Premium receivable 67,734 71,0735844Home office and equipment, net 27,590 28,1455845Deferred insurance policy acquisition costs (note 2) 8,701 7,5055846Other assets 57,441 59,8975847Total assets $ 6,812,114 $ 7,216,2305848LIABILITIES AND SHAREHOLDERS' EQUITY5849Liabilities:5850Loss reserves (note 12) $ 4,209,170 $ 4,557,5125851Premium deficiency reserve (note 13) 120,634 134,8175852Unearned premiums 147,375 154,8665853Senior notes (note 3) 170,548 170,5155854Convertible senior notes (note 3) 345,000 345,0005855Convertible junior debentures (note 3) 352,591 344,4225856Other liabilities 335,244 312,2835857Total liabilities 5,680,562 6,019,4155858Contingencies (note 5)5859Shareholders' equity (note 14):5860Common stock (one dollar par value, shares authorized 460,000; shares issued 2012 and 2011 - 205,047; shares outstanding 2012 - 202,030; 2011 - 201,172) 205,047 205,0475861Paid-in capital 1"58620001193125-19-112776,full_body,N/A,513,"8-K58635864UNITED STATES58655866SECURITIES AND EXCHANGE COMMISSION58675868Washington, D.C. 2054958695870FORM 8-K58715872CURRENT5873REPORT58745875Pursuant to Section 13 or 15(d)58765877of the Securities Exchange Act of 193458785879Date of Report (Date of earliest event reported) April 22, 201958805881Iridium Communications Inc.58825883(Exact name of registrant as specified in its charter)58845885Delaware 001-33963 26-13449985886(State or other jurisdiction of (Commission File Number) (I.R.S. Employer5887incorporation) Identification No.)588858891750 Tysons Boulevard58905891Suite 140058925893McLean, VA58942210258955896(Address of principal executive offices)58975898703-287-740058995900(Registrant’s telephone number, including area code)59015902Check the appropriate box below if the5903Form 8-K5904filing is intended to simultaneously satisfy the filing5905obligation of the registrant under any of the following provisions (see General Instruction A.2 below):59065907☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)59085909☐ Soliciting material pursuant toRule 14a-12under the Exchange Act5910(17 CFR240.14a-12)59115912☐ Pre-commencementcommunications pursuant toRule 14d-2(b) underthe Exchange Act (17 CFR240.14d-2(b))59135914☐ Pre-commencementcommunications pursuant toRule 13e-4(c) underExchange Act (17 CFR240.13e-4(c))59155916Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 19335917(§230.405 of this chapter) or Rule591812b-25919of the Securities Exchange Act of 19345920(§240.12b-25921of this chapter).59225923Emerging growth company ☐59245925If5926an emerging g"59270000792987-19-000019,properties,2,575,"The location, approximate square footage, acreage occupied and principal function and use by the Company’s reporting5928segments of the properties owned or leased by the Company are set forth below:59295930Location ApproximateSquare Footage ApproximateAcreage Principal Function (Use by Segment)5931Chattanooga, Tennessee 543,200 65 Offices, manufacturing and training center – Astec (Infrastructure Group)5932Chattanooga, Tennessee -- 4 Storage yard – Astec (Infrastructure Group)5933Rossville, Georgia 40,500 3 Manufacturing – Astec (Infrastructure Group)5934Prairie du Chien, Wisconsin 91,500 39 Manufacturing – Astec Prairie du Chien/Dillman division of Astec (Infrastructure Group)5935Chattanooga, Tennessee 237,000 15 Offices, manufacturing and training center – Roadtec (Infrastructure Group)5936Chattanooga, Tennessee 53,700 7 Manufacturing/Rebuild – Roadtec (Infrastructure Group)5937Chattanooga, Tennessee 155,000 -- Leased warehouse – Roadtec (Infrastructure Group)5938Orlando, Florida 9,000 -- Leased machine repair and service facility – Roadtec (Infrastructure Group)5939Tacoma, Washington 55,850 8 Offices and manufacturing – Carlson (Infrastructure Group)5940Tacoma, Washington 4,400 1 R&D/Services Offices-Carlson (Infrastructure Group)5941Acacia Ridge, Queensland Australia 36,000 5 Offices, warehousing, service, light fabrication and storage yard – Astec Australia Pty Ltd (Infrastructure Group)5942Canning Vale, WA Australia 9,000 -- Leased office, warehouse and workshop - Astec Australia Pty Ltd (Infrastructure Group)5943Lav"59440000102212-17-000029,legal_proceedings,P2_1,95,"Proceedings5945The Corporation is periodically subject to various pending and threatened legal actions, which involve claims for monetary relief. Based upon information presently available to the Corporation, it is the Corporation's opinion that any legal and financial responsibility arising from such claims will not have a material adverse effect on the Corporation's results of operations, financial position or cash flows.5946As discussed in Notes 3 and 14 to the financial statements included in Part I, Item I of this Form 10-Q, a complaint has been filed in federal court in Texas against Univest Capital, Inc."59470000950123-10-070290,full_body,N/A,332,"e8vk59485949UNITED STATES59505951SECURITIES AND EXCHANGE COMMISSION59525953WASHINGTON, D.C. 2054959545955FORM 8-K59565957CURRENT REPORT PURSUANT TO59585959SECTION 13 OR 15(D) OF THE59605961SECURITIES EXCHANGE ACT OF 193459625963Date5964of Report (Date of earliest event reported) July 27, 201059655966BECTON, DICKINSON AND COMPANY59675968(Exact Name of Registrant as Specified in Its Charter)59695970New Jersey59715972(State or Other Jurisdiction of Incorporation)59735974001-4802 22-07601205975(Commission File Number) (IRS Employer Identification No.)597659771 Becton Drive, Franklin Lakes, New Jersey 07417-18805978(Address of Principal Executive Offices) (Zip Code)59795980(201) 847-680059815982(Registrant’s Telephone Number, Including Area Code)59835984N/A59855986(Former Name or Former Address, if Changed Since Last Report)59875988Check the appropriate box below if the Form 8-K Filing is intended to simultaneously satisfy the5989filing obligation of the registrant under any of the following provisions (see General Instruction5990A.2. below):59915992o5993Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230425)59945995o5996Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)59975998o5999Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))60006001o6002Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))60036004Item 5.026005Departure of Directors or Certain Officers; Election of Directors;6006Appointment of Certain Officers; Compensatory Arrangements of Certain6007Officers.60086009On July 27, 2010, Becton, "60100001047469-17-000461,properties,2,119,"Our corporate headquarters, housing engineering, sales and marketing, administration and test operations, is located in Austin, Texas. Our6011headquarters facilities consist of two buildings, which we own, that are located on land which we have leased through 2099. The buildings contain approximately 441,000 square feet of floor space, of6012which approximately 130,000 square feet were leased to other tenants. In addition to these properties, we lease smaller facilities in various locations in the United States, Brazil, Canada, China,6013Finland, France, Germany, Hungary, India, Italy, Japan, Norway, Singapore, South Korea, Taiwan and the United Kingdom for engineering, sales and marketing, administrative and manufacturing support6014activities. We believe that these facilities are suitable and adequate to meet our current operating needs."60150001193125-20-311797,full_body,N/A,2455,"8-K60166017ON SEMICONDUCTOR CORP60186019false602060210001097864602260230001097864602460252020-12-03602660272020-12-0360286029000109786460306031us-gaap:CommonStockMember603260332020-12-03603460352020-12-0360366037000109786460386039us-gaap:SeriesBPreferredStockMember604060412020-12-03604260432020-12-0360446045UNITED STATES60466047SECURITIES AND EXCHANGE COMMISSION60486049WASHINGTON, D.C. 2054960506051FORM60528-K60536054CURRENT REPORT60556056Pursuant to Section 13 or 15(d)60576058of the Securities Exchange Act of 193460596060December 3, 202060616062Date of Report (Date of earliest event reported)60636064ON Semiconductor Corporation60656066(Exact name of registrant as specified in its charter)60676068Delaware 001-39317 36-38409796069(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)60706071ON Semiconductor Corporation5005 E. McDowell RoadPhoenix,Arizona 850086072(Address of principal executive offices) (Zip Code)60736074(602)60756076244-660060776078(Registrant’s telephone number, including area code)60796080Not applicable60816082(Former name or former address, if changed since last report.)60836084Check the appropriate box below if the Form60858-K6086filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:60876088☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)60896090☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)60916092☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))60936094☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13"60950000926326-16-000044,unresolved_staff_comments,1B,20,"STAFF COMMENTS6096366097Table of Contents6098There are currently no unresolved issues with respect to any Commission staff’s written comments."60990001193125-14-392043,md_and_a,P1_2,20310,"Discussion and Analysis of Financial Condition and6100Results of Operations61016102Special Note Regarding Forward-Looking Statements61036104This report contains statements that may constitute forward-looking statements within the meaning of the safe-harbor provisions for forward-looking statements6105contained in the Private Securities Litigation Reform Act of 1995, such as statements other than historical facts contained or incorporated by reference into this report. These forward-looking statements include statements with respect to the6106Corporation’s financial condition, results of operations, plans, objectives, future performance and business, including statements preceded by, followed by or that include the words “believes,” “expects,” or6107“anticipates,” references to estimates or similar expressions. Future filings by the Corporation with the Securities and Exchange Commission, and future statements other than historical facts contained in written material, press releases6108and oral statements issued by, or on behalf of the Corporation may also constitute forward-looking statements.61096110All forward-looking statements contained6111in this report or which may be contained in future statements made for or on behalf of the Corporation are based upon information available at the time the statement is made and the Corporation assumes no obligation to update any forward-looking6112statements, except as required by federal securities law. Forward-looking statements are subject to significant risks and uncert"61130001193125-12-476483,unregistered_sales,P2_2,384,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS61146115Repurchases of Equity Securities61166117On October 26, 2011, Signet announced a program to repurchase up to $300 million of Signet’s Common Shares, which amount was increased on July 17, 2012 to $350 million (the “Repurchase6118Program”). The Repurchase Program became effective on January 16, 2012, and will last 24 months from that date. There were no repurchases of equity securities during the third quarter of Fiscal 2013. At October 27, 2012, $50,135,9696119remained available for repurchases under the Repurchase Program.612061212761226123Table of Contents61246125ITEM 6. EXHIBITS61266127The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.61286129Number Description of Exhibits613010.1 †* Third Amended and Restated Employment Agreement, dated August 24, 2012, between Sterling Jewelers Inc. and Ed Hrabak.613131.1* Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.613231.2* Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.613332.1* Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted by Section 906 of the Sarbanes-Oxley Act of 2002.613432.2* Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted by Section 906 of the Sarbanes-Oxley Act of 2002.6135101.INS** XBRL Instance Document.6136101.SCH** XBRL Taxonomy Extension Schema Document.6137101.CAL** XBRL Tax"61380001628280-24-049080,full_body,N/A,786,"laz-20241122613900013113706140FALSE6141000131137061422024-11-2261432024-11-226144UNITED STATES6145SECURITIES AND EXCHANGE COMMISSION6146WASHINGTON, D.C. 205496147________________________________________________6148FORM61498-K6150________________________________________________6151CURRENT REPORT6152Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 19346153Date of Report (Date of earliest event reported):6154November 22, 20246155________________________________________________6156Lazard, Inc.6157(Exact name of registrant as specified in its charter)6158________________________________________________6159Delaware 001-32492 98-04378486160(State or Other Jurisdictionof Incorporation) (Commission File Number) (IRS EmployerIdentification No.)616130 Rockefeller PlazaNew York,New York 101126162(Address of Principal Executive Offices) (Zip Code)6163Registrant’s Telephone Number, Including Area Code:61642126165-6166632-60006167Not Applicable6168(Former Name or Former Address, if Changed Since Last Report)6169________________________________________________6170Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (6171see6172General Instruction A.2. below):6173☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)6174☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)6175☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))6176☐ Pre-commencement comm"61770001564590-20-035113,unregistered_sales,P2_2,231,"Sales of Equity Securities and Use of Proceeds61786179None.61806181Item 3. Defaults Upon Senior Securities61826183None.61846185Item 4. Mine Safety Disclosures61866187Not applicable.61886189Item 5. Other Information61906191None.619261932561946195Table of Contents61966197Item 6. Exhibits6198619931.1 Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.620031.2 Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.620131.3 Rule 13a-14(a)/15d-14(a) Certification of Corporate Controller and Treasurer.620232 Certification of Chief Executive Officer, Chief Financial Officer and Corporate Controller and Treasurer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley Act of 2002.6203101.INS Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.6204101.SCH Inline XBRL Taxonomy Extension Schema Document6205101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document6206101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document6207101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document6208101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document6209104 Cover Page Interactive Data File (embedded within the Inline XBRL document)621062112662126213Table of Contents62146215SIGNATURE62166217Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Quarterly Report to be signed on its behalf by the undersigned thereunto duly authorized.62186219AGILYSYS, INC.62206221Date: July 3"62220001193125-15-372102,full_body,N/A,418,"8-K62236224UNITED STATES62256226SECURITIES AND EXCHANGE COMMISSION62276228Washington, D.C. 2054962296230FORM 8-K62316232CURRENT REPORT62336234Pursuant6235to Section 13 OR 15(d)62366237of the Securities Exchange Act of 193462386239Date of Report (Date of earliest event reported): November 9, 201562406241UNITED CONTINENTAL HOLDINGS, INC.62426243UNITED AIRLINES, INC.62446245(Exact name of registrant as specified in its charter)62466247Delaware 001-06033 36-26752076248Delaware 001-10323 74-20997246249(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification Number)62506251233 S. Wacker Drive, Chicago, IL 606066252233 S. Wacker Drive, Chicago, IL 606066253(Address of principal executive offices) (Zip Code)62546255(827) 825-400062566257(827) 825-400062586259Registrant’s telephone number, including area code62606261(Former name or former address, if changed since last report.)62626263Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the6264following provisions:62656266¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)62676268¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)62696270¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))62716272¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))62736274Item 7.01 Regulation FD Disclosure.62756276On November 9, 2015, United Airlines, Inc., a wholly owned subsidiary of6277United Continental "62780002011286-24-000072,legal_proceedings,3,39,"Proceedings6279436280Information required with respect to this item is set forth in Note 22 — Legal Proceedings and Commitments and Contingencies to the Amentum Holdings, Inc. consolidated financial statements included elsewhere in this Annual Report on Form 10-K."62810001193125-11-284816,controls_and_procedures,P1_4,236,"AND PROCEDURES62826283As of September 25, 2011, an evaluation was performed under the supervision and with the participation of the Company’s6284management, including the Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of the Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e)6285under the Securities Exchange Act of 1934 (the “Exchange Act”)). Based on that evaluation, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, concluded the Company’s disclosure6286controls and procedures were effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in6287Securities and Exchange Commission rules and forms, and that information we are required to disclose in our reports filed with the Securities and Exchange Commission is accumulated and communicated to our management, including our Principal6288Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding required disclosure.62896290In6291connection with the evaluation described above, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, identified no change in the Company’s internal control over financial reporting that6292occurred during the thirty-nine weeks ended Septem"62930001437749-25-005526,other_information,9B,44,"INFORMATION62946295During the quarter ended6296December 31, 2024,6297no6298director or officer of the Company adopted or terminated a ""Rule629910b56300-630116302trading arrangement"" or ""non-Rule630310b56304-630516306trading arrangement,"" as each term is defined in Item63074086308(a) of Regulation S-k."63090001392380-25-000031,full_body,N/A,565,"Gevo, Inc._November 10, 2025631000013923806311false6312000139238063132025-11-1063142025-11-106315​6316UNITED STATES6317SECURITIES AND EXCHANGE COMMISSION6318Washington, D.C. 205496319​6320FORM63218-K6322​6323CURRENT REPORT6324Pursuant to Section 13 or 15(d)6325of the Securities Exchange Act of 19346326Date of Report (Date of earliest event reported):6327November 10, 20256328​6329Gevo, Inc.6330(Exact name of registrant as specified in its charter)6331​6332​6333​ ​ ​6334Delaware 001-35073 87-07477046335(State or other jurisdiction (Commission File Number) (IRS Employer6336of incorporation) ​ Identification No.)6337​6338​6339345 Inverness Drive South,Building C,Suite 310Englewood,CO801126340(Address of principal executive offices) (Zip Code)6341​6342Registrant’s telephone number, including area code:6343(63443036345)6346858-83586347N/A6348(Former name or former address, if changed since last report)6349​6350Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:6351​6352​ ​6353☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)6354☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)6355☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))6356☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))6357​6358Securities registered pursuant to Section 12(b) of the Act:6359​6360​ ​ ​ ​6361Title of each class Trading symbol Name of exchange on which registe"63620001370637-24-000013,controls_and_procedures,9A,457,"and Procedures.6363Evaluation of Disclosure Controls and Procedures6364Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2023. “Disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and (ii) accumulated and communicated to the company’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. Based on the evaluation of our disclosure controls and procedures, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures6365were effective6366as of December 31, 2023 at the reasonable assurance level.6367Our disclosure controls and procedures and internal controls over financial reporting are designed to provide reasonable assurance of achieving the desired control objectives. Our management recognizes that any control system, no matter how well designed and operated, is based upon certain judgments and assumptions and cannot provide absolute assurance that its objectives wil"63680001193125-21-264778,full_body,N/A,1205,"8-K63696370false637163720001568651637363740001568651637563762021-08-31637763782021-08-3163796380UNITED STATES63816382SECURITIES AND EXCHANGE COMMISSION63836384Washington, D.C. 2054963856386FORM63878-K63886389CURRENT REPORT63906391PURSUANT TO SECTION 13 OR 15(d)63926393OF THE SECURITIES EXCHANGE ACT OF 193463946395Date of report (Date of earliest event reported):6396August 31, 202163976398Oscar Health, Inc.63996400(Exact Name of Registrant as Specified in its Charter)64016402Delaware 001-40154 46-13155706403(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)6404640575 Varick Street,5th Floor6406New York,New York100136407(Address of Principal Executive Offices) (Zip Code)64086409(646)64106411403-367764126413(Registrant’s telephone number, including area code)64146415Not applicable64166417(Former Name or Former Address, if Changed Since Last Report)64186419Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:64206421☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).64226423☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).64246425☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).64266427☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).64286429Securities registered pursuant to Section 12(b) of the Act:64306431Title of each class TradingSymbols Name of each exchangeon which registered6432Class A Common Stock, $0.00001 "64330001193125-14-077734,risk_factors,1A,5994,"Factors.64346435In evaluating our company, the factors described below should be considered carefully. The occurrence of one or more of these events could6436significantly and adversely affect our business, prospects, financial condition, results of operations and cash flows.64376438Risks Related to Our6439Business64406441If we do not appropriately establish our premium rates, our results of operations will be adversely affected.64426443In general, the premium rates for our insurance policies are established when coverage is initiated and, therefore, before all of the6444underlying costs are known. Like other workers’ compensation insurance companies, we rely on estimates and assumptions in setting our premium rates. Establishing adequate rates is necessary to generate sufficient revenue to offset losses, loss6445adjustment expenses and other underwriting expenses, and to earn an underwriting profit. If we fail to accurately assess the risks that we assume, we may fail to charge adequate premium rates to cover our losses and expenses, which could reduce our6446net income and cause us to become unprofitable. For example, when initiating coverage on a policyholder, we estimate future claims expense based, in part, on prior claims information provided by the policyholder’s previous insurance carriers.6447If this prior claims information is not accurate, we may underprice our policy by using claims estimates that are too low. As a result, our actual costs for providing insurance coverage to our policyholders may be signi"64480001469367-19-000126,risk_factors,P2_1A,20502,"Factors.6449Investing in our common stock involves a high degree of risk. You should carefully consider the risks and uncertainties described below, together with all of the other information in this Quarterly Report on Form 10-Q, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes, before making a decision to invest in our common stock. The risks and uncertainties described below may not be the only ones we face. If any of the risks actually occur, our business, financial condition, results of operations, cash flows and prospects could be materially and adversely affected. In that event, the market price of our common stock could decline, and you could lose part or all of your investment.6450Risks Related to Our Business and Our Industry6451We need to raise capital to finance the continued growth of our operations and solar service business. If capital is not available to us on acceptable terms, as and when needed, our business and prospects would be materially and adversely impacted. In addition, our business is affected by general economic conditions and related uncertainties affecting markets in which we operate. Volatility in current economic conditions could adversely impact our business, including our ability to raise financing.6452Our future success depends on our ability to raise capital from third parties to grow our business. To date, we have funded our "64530001104659-26-058465,quantitative_disclosures,P1_3,52,"and Qualitative Disclosures About Market Risk6454Certain6455quantitative and qualitative market risk disclosures6456are described in our Annual Report on Form 10-K for the year ended December 31, 2025. Through March 31, 2026, there have been no material changes in the6457quantitative and qualitative market risk disclosures6458described in such Annual Report."64590001437749-14-019889,risk_factors,P2_1A,710,"ISK FACTORS64606461There have been no material changes to the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2013 except for the following:64626463A significant portion of our common stock is held by Tontine Capital Partners, L.P. and affiliates (collectively, “Tontine Capital”), which has the ability to influence our affairs significantly, including all matters requiring shareholder approval, and whose interests may not be aligned with the interests of our other shareholders. In addition, the ownership of a major portion of our common stock is concentrated in the hands of a few holders.64646465Based on information contained in filings by Tontine Capital with the SEC on March 19, 2014, April 3, 2014, and on various dates during the period of July 16, 2014 through October 9, 2014, the aggregate number of shares of the Company’s common stock beneficially owned by Tontine Capital was 2,340,529 as of October 9, 2014, or 22.1% of our shares then outstanding, a decrease from 2,559,430 shares as of March 16, 2014 or 24.0% of our common stock then outstanding. The decrease reflects the dispositions on March 17 through March 19, 2014, and from July 14 through October 6, 2014, of 193,901 shares in the aggregate held by Tontine Capital (including 135,901 shares sold pursuant to the 10b5-1 Plan described below), as well as the distribution on April 1, 2014 of 25,000 shares to investors in connection with the redemption of ownership interests in an affil"64660001041803-26-000006,md_and_a,P1_2,13219,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS6467Forward-Looking Statements6468This Quarterly Report on Form 10-Q contains forward-looking statements concerning PriceSmart, Inc.'s (""PriceSmart"", the ""Company"", ""we"" or ""our"") anticipated future revenues and earnings, adequacy of future cash flows, digital and technological initiatives, proposed warehouse club openings, the Company's performance relative to competitors and related matters. These forward-looking statements include, but are not limited to, statements containing the words “expect,” “believe,” “will,” “may,” “should,” “project,” “estimate,” “anticipated,” “scheduled,” “intend,” and like expressions, and the negative thereof. These statements are subject to risks and uncertainties that could cause actual results to differ materially including but not limited to the risks detailed in the Annual Report on Form 10-K for the fiscal year ended August 31, 2025 filed with the United States Securities and Exchange Commission (“SEC”) on October 30, 2025 under the heading “Part I. Item 1A. Risk Factors"" and ""Part I Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Forward-looking statements speak only as of the date they are made, and we do not undertake to update these statements, except as required by law. In addition, these risks are not the only risks that the Company faces. The Company could also be affected by additional factors that apply to all compani"64690001546417-24-000125,quantitative_disclosures,P1_3,76,"and Qualitative Disclosures about Market Risk6470We are exposed to market risk from changes in commodity prices, labor inflation and foreign currency exchange rates and interest rates. We believe that there have been no material changes in our market risk since December 31, 2023. See Part II, Item 7A., “Quantitative and Qualitative Disclosures about Market Risk,” in our Annual Report on Form 10-K for the year ended December 31, 2023 for further information regarding market risk."64710001474098-24-000101,controls_and_procedures,P1_4,166,"and Procedures.6472Disclosure Controls and Procedures6473Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures are effective.6474Changes in Internal Control Over Financial Reporting6475We completed implementation of a new cloud-based accounting system during the second quarter of 2024. In connection with this implementation, we updated our processes related to internal control over financial reporting, as necessary, to accommodate related changes in our business processes. There were no additional changes to our internal control over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.6476326477Table of Content6478PART II. OTHER INFORMATION"64790001872789-24-000037,other_information,9B,412,"Information.6480(a)6481As previously disclosed6482in the Company’s Current Report on Form 8-K filed with the SEC on December 2, 2024 (the “December 2, 2024 8-K”),6483the Company appointed6484Anthony Roth as Vice President, Chief Accounting Officer (“CAO” and “principal accounting officer,” as such term is used under the Exchange Act) and Corporate Controller of the Company on November 26, 2024, effective December 2, 2024. The Company had anticipated filing this Annual Report on Form 10-K prior to the effectiveness of Mr. Roth’s appointment, but was unable to do so due to the identification of the material weakness6485in the Company’s internal control over financial reporting related to the design and operation of certain process and management review controls, as further described in Part II, Item 9A of this Annual Report on Form 10-K. As a result, the Company’s Board of Directors on December 10, 2024 retroactively postponed the effectiveness of Mr. Roth’s appointment from December 2, 2024 to until after the filing of this Annual Report on Form 10-K.6486Jake Elguicze, who is the6487836488Chief Financial Officer of the Company and served as the6489principal accounting officer6490of the Company prior to Mr. Roth’s appointment, served as the Company’s6491principal accounting officer6492until the filing of6493this Annual Report on Form 10-K6494. Following the filing of this Annual Report on Form 10-K, Mr. Roth’s appointment as6495CAO and principal accounting officer will become effective, and Mr. Elguicze will step down as the"64960001373715-18-000058,selected_financial_data,6,646,"CONSOLIDATED FINANCIAL DATA6497The following selected consolidated financial data should be read together with our consolidated financial statements and accompanying notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” appearing elsewhere in this filing. The selected consolidated financial data in this section are not intended to replace our consolidated financial statements and the related notes. Our historical results are not necessarily indicative of our future results.64986499The selected consolidated statements of operations data for each of the years ended6500December 31, 20176501,650220166503and650420156505, and the selected consolidated balance sheet data as of6506December 31, 20176507and650820166509are derived from our audited consolidated financial statements and are included in this Form 10-K. The consolidated statements of operations data for the year ended6510December 31, 20146511, and651220136513, and the selected consolidated balance sheet data as of6514December 31, 20156515,651620146517, and651820136519are derived from our audited consolidated financial statements which are not included in this Annual Report on Form 10-K. The consolidated financial information below reflects the impact of the Company’s acquisitions.6520Year Ended December 31,65212017 2016 2015 2014 20136522(in thousands, except share and per share data)6523Consolidated Statements of Operations Data:6524Revenues:6525Subscription $ 1,739,795 $ 1,221,639 $ 848,278 $ 567,217 $ 349,8046526Professional services and other 193,231 168,874 157,20"65270000950170-24-061086,controls_and_procedures,P1_4,257,"AND PROCEDURES65286529Management’s Evaluation of Disclosure Controls and Procedures65306531We have established and maintain a system of disclosure controls and procedures that are designed to ensure that material information relating to the company, which is required to be timely disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934, as amended (the ""Exchange Act""), is accumulated and communicated to management in a timely fashion and is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms.65326533Under the supervision and with the participation of our management, including our Chief Executive Officer (“CEO”) and our Chief Financial Officer and Chief Accounting Officer (""CFO and CAO”), we conducted an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation and as of the end of the period covered by this report, the CEO and the CFO and CAO concluded that the company’s disclosure controls and procedures were effective to allow timely decisions regarding disclosure in its reports that the company files or submits to the SEC under the Exchange Act.653465354565366537Changes in Internal Control Over Financial Reporting65386539There were no changes in our internal control over financial reporting that occurred during the fiscal quarter ended April 20, 2024 that ha"65400001045450-23-000065,md_and_a,P1_2,8655,"Discussion and Analysis of Financial Condition and Results of Operations6541The following discussion should be read in conjunction with the consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q of EPR Properties (the “Company”, “EPR”, “we” or “us”). The forward-looking statements included in this discussion and elsewhere in this Quarterly Report on Form 10-Q involve risks and uncertainties, including anticipated financial performance, anticipated liquidity and capital resources, business prospects, industry trends, shareholder returns, performance of leases by tenants, performance on loans to customers and other matters, which reflect management's best judgment based on factors currently known. See “Cautionary Statement Concerning Forward-Looking Statements” which is incorporated herein by reference. Actual results and experience could differ materially from the anticipated results and other expectations expressed in our forward-looking statements as a result of a number of factors, including but not limited to those discussed in Item 1A - ""Risk Factors"" in our 2022 Annual Report, as supplemented by Item 1A - ""Risk Factors"" in this Quarterly Report on Form 10-Q.6542Overview6543Business6544Our principal business objective is to enhance shareholder value by achieving predictable and increasing Funds From Operations As Adjusted (""FFOAA"") and dividends per share. Our strategy is to focus on long-term investments in the Experiential sector which be"65450001193125-19-173071,full_body,N/A,8809,"8-K65466547UNITED STATES65486549SECURITIES AND EXCHANGE COMMISSION65506551Washington, DC 2054965526553FORM65548-K65556556Current6557Report65586559Pursuant to Section 13 or 15(d)65606561of the Securities Exchange Act of 193465626563Date of Report (Date of earliest event Reported): June 14, 2019 (June 13, 2019)65646565HISTOGENICS CORPORATION65666567(Exact Name of Registrant as Specified in its Charter)65686569Delaware 001-36751 04-35223156570(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification Number)65716572c/o Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP65736574One Marina Park Drive, Suite 90065756576Boston, Massachusetts 0221065776578(781)6579547-790065806581(Addresses, including zip code, and telephone numbers, including area code, of principal executive offices)65826583N/A65846585(Former Name or6586Former Address, if Changed Since Last Report)65876588Check the appropriate box below6589if the Form65908-K6591filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (6592see6593General Instruction A.2. below):65946595☒ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)65966597☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (176598CFR240.14a-12)65996600☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))66016602☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))66036604Securities registered pursuant to Section 12(b) of the Act:66056606Title of each class TradingSymbol Name of each"66070001053507-22-000102,full_body,N/A,864,"amt-202208086608AMERICAN TOWER CORP /MA/660900010535076610false6611000105350766122022-08-0866132022-08-08661400010535076615us-gaap:CommonStockMember6616exch:XNYS66172022-08-0866182022-08-08661900010535076620amt:A1375SeniorNotesDue2025Member6621exch:XNYS66222022-08-0866232022-08-08662400010535076625amt:A1950SeniorNotesDue2026Member6626exch:XNYS66272022-08-0866282022-08-08662900010535076630amt:A0450SeniorNotesDue2027Member6631exch:XNYS66322022-08-0866332022-08-08663400010535076635amt:A0400SeniorNotesDue2027Member6636exch:XNYS66372022-08-0866382022-08-08663900010535076640amt:A0500SeniorNotesDue2028Member6641exch:XNYS66422022-08-0866432022-08-08664400010535076645amt:A0875SeniorNotesDue2029Member6646exch:XNYS66472022-08-0866482022-08-08664900010535076650amt:A0950SeniorNotesDue2030Member6651exch:XNYS66522022-08-0866532022-08-08665400010535076655amt:A1000SeniorNotesDue2032Member6656exch:XNYS66572022-08-0866582022-08-08665900010535076660exch:XNYS6661amt:A1250SeniorNotesDue2033Member66622022-08-0866632022-08-086664UNITED STATES6665SECURITIES AND EXCHANGE COMMISSION6666WASHINGTON D.C. 205496667FORM66688-K66696670CURRENT REPORT PURSUANT6671TO SECTION 13 OR 15(d) OF THE6672SECURITIES EXCHANGE ACT OF 19346673Date of Report (Date of Earliest Event Reported):6674August 8, 202266756676AMERICAN TOWER CORPORATION6677(Exact Name of Registrant as Specified in Charter)6678Delaware 001-14195 65-07238376679(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)6680116 Huntington Avenue66816682Boston6683,6684Massachusetts668566860211666876688(Address of Principal Executive Offices) (Zip Code)6689(66906176691)6692375-750066936694(Registrant's telephone number, including area code)6695Not Applicable6696(Former "66970001193125-18-356349,full_body,N/A,1242,"Form 8-K66986699Table of Contents67006701UNITED STATES67026703SECURITIES AND EXCHANGE COMMISSION67046705Washington, DC 2054967066707FORM67088-K67096710CURRENT6711REPORT67126713PURSUANT TO SECTION 13 OR 15(d) OF67146715THE SECURITIES EXCHANGE ACT OF 193467166717Date of Report (Date of earliest event reported): December 17, 201867186719MOODY’S CORPORATION67206721(Exact Name of Registrant as Specified in Charter)67226723Delaware 1-14037 13-39989456724(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)672567267 World Trade Center at 250 Greenwich Street67276728New York, New York 1000767296730(Address of Principal Executive Offices) (Zip Code)67316732Registrant’s telephone number, including area code: (212)6733553-030067346735Check the appropriate box below if the Form67368-K6737filing is intended to simultaneously satisfy the filing obligation of6738the registrant under any of the following provisions:67396740☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)67416742☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (176743CFR240.14a-12)67446745☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))67466747☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))67486749Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this6750chapter) or Rule675112b-26752of the Securities Exchange Act of 19346753(§240.12b-26754of this chapter).67556756Emerging growth company ☐67576758If an6759emergi"67600001193125-18-220240,full_body,N/A,414,"8-K67616762UNITED STATES67636764SECURITIES AND EXCHANGE COMMISSION67656766Washington, D.C. 2054967676768FORM67698-K67706771CURRENT6772REPORT67736774Pursuant to Section 13 or 15(d)67756776of The Securities Exchange Act of 193467776778Date of Report (Date of earliest event reported)67796780July 18, 201867816782ALPHABET INC.67836784(Exact name of registrant as specified in its charter)67856786Delaware 001-37580 61-17679196787(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)678867891600 Amphitheatre Parkway67906791Mountain View, CA 9404367926793(Address of principal executive offices, including zip code)67946795(650)6796253-000067976798(Registrant’s telephone number, including area code)67996800Not Applicable68016802(Former6803name or former address, if changed since last report)68046805Check the appropriate box below6806if the Form68078-K6808filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):68096810☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)68116812☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)68136814☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))68156816☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))68176818Indicate by check mark whether the registrant is an emerging growth company as6819defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule682012b-26821of the Securities Exchange A"68220001200375-24-000009,quantitative_disclosures,7A,362,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK6823Interest Rate Sensitivity6824Our unrestricted cash and cash equivalents total $65.1 million at December 31, 2023. We primarily invest these amounts in money market funds which are held for working capital purposes. We do not enter into investments for trading or speculative purposes. As of December 31, 2023, the effect of a hypothetical 10% decrease in market interest rates would have an $0.3 million impact on a potential loss in future interest income and cash flows.6825Foreign Currency Risk6826Our results of operations and cash flows are subject to fluctuations due to changes in foreign currency exchange rates. In periods when the United States dollar (6827“6828USD”) declines in value as compared to the foreign currencies in which we incur expenses, our foreign-currency based expenses increase when translated into USD. Although substantially all of our sales are denominated in USD, future fluctuations in the value of the USD may affect the price competitiveness of our products outside the United States. Our most significant foreign currency exposure is due to non-functional currency denominated monetary assets, primarily currencies denominated in other than their functional currency. These non-functional currency denominated monetary assets are subject to re-measurement which may create fluctuations in other expense, net, a component in our consolidated statement of operations and in the fair value of the assets in the consolidated balance she"68290000886163-13-000048,full_body,N/A,1325,"LigandForm8-K-ProxyStatementSupplement68306831UNITED STATES6832SECURITIES AND EXCHANGE COMMISSION6833WASHINGTON, DC 205496834______________6835FORM 8‑K6836______________6837CURRENT REPORT6838Pursuant to Section 13 or 15(d) of the6839Securities Exchange Act of 19346840Date of Report (Date of earliest event reported): June 3, 20136841LIGAND PHARMACEUTICALS INCORPORATED68426843(Exact Name of Registrant as Specified in Its Charter)6844______________6845Delaware 77-01607446846(State or other jurisdiction ofincorporation or organization) (I.R.S. EmployerIdentification No.)684711119 North Torrey Pines Road, Suite 200La Jolla, CA 92037(Zip Code)6848(Address of principal executive offices)6849(858) 550-75006850(Registrant’s Telephone Number, Including Area Code)6851N/A6852(Former Name or Former Address, if Changed Since Last Report)6853Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:6854o6855Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)6856o6857Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)6858o6859Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))6860o6861Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))6862Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.6863As described in t"68640001104659-13-035266,controls_and_procedures,P1_4,290,"and Procedures68656866Evaluation of Disclosure Controls and Procedures68676868We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.686968702568716872Table of Contents68736874As of the end of the period covered by this 10-Q Report, we evaluated, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e). Based upon this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of March 31, 2013.68756876Changes in Internal Control over Financial Reporting68776878There were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting during the quarter ended March 31, 2013.68796880It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, a"68810001101302-26-000012,changes_in_accounting,9,20661,"Regarding Foreign Jurisdictions that Prevent Inspections.6882Not Applicable.6883PART III6884Item 10. Directors, Executive Officers and Corporate Governance.6885Except as set forth below, the information required by this Item 10 has been omitted from this report, and is incorporated by reference to our Definitive Proxy Statement for the Entegris, Inc. Annual Meeting of Stockholders, which is currently scheduled to be held on May 6, 2026, and to be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after the end of our 2025 fiscal year.6886CODE OF BUSINESS ETHICS6887In 2005, our board of directors adopted a code of business ethics, The Entegris, Inc. Code of Business Ethics, applicable to all of our executives, directors and employees, as well as a set of corporate governance guidelines, which have been updated from time to time. The Entegris, Inc. Code of Business Ethics, the Corporate Governance Guidelines and the charters for our Audit & Finance Committee, Environmental, Health, Safety & Sustainability Committee, Governance & Nominating Committee and our Management Development & Compensation Committee all appear on our website at http://www.Entegris.com under “Investor Relations - Corporate Governance”. The Entegris, Inc. Code of Business Ethics, Corporate Governance Guidelines and committee charters are also available, free of charge, in print to any shareholder that requests a copy. Copies may be obtained by contacting our Secretary through our corp"68880001564590-19-006772,risk_factors,1A,24125,"sk Factors68896890This Annual Report on Form 10-K contains forward-looking information based on our current expectations. Because our business is subject to many risks and our actual results may differ materially from any forward-looking statements made by or on behalf of us, this section includes a discussion of important factors that could affect our business, operating results, financial condition and the trading price of our common stock. You should carefully consider these risk factors, together with all of the other information included in this Annual Report on Form 10-K as well as our other publicly available filings with the Securities and Exchange Commission.68916892Risks Related to Our Business and Industry68936894If the Phase 3 clinical trial of entinostat in combination with exemestane in advanced HR+, HER2- breast cancer patients fails to demonstrate safety and efficacy to the satisfaction of regulatory authorities or does not otherwise produce positive results, we may incur additional costs or experience delays in completing, or ultimately be unable to complete, the development and commercialization of entinostat.68956896Before obtaining marketing approval from regulatory authorities for the sale of entinostat, we or our collaborators must conduct extensive trials to demonstrate the safety and efficacy of entinostat in humans. We have entered into an arrangement with ECOG-ACRIN to conduct the Phase 3 clinical trial of entinostat in combination with exemestane in advanced HR+, HER2- bre"68970001193125-17-056358,md_and_a,7,32864,"Discussion and Analysis of Financial Condition and Results of Operations68986899The following discussion and analysis should be read in conjunction with our consolidated financial statements and related notes6900included elsewhere in this Annual Report on Form690110-K.6902This discussion and analysis also contains forward-looking statements and should also be read in conjunction with the disclosures and information6903contained in “Forward-Looking and Cautionary Statements” and Item 1A. “Risk Factors” in this Annual Report on Form690410-K.69056906Through this discussion and analysis, we intend to provide the reader with some narrative context for how our management views our6907consolidated financial statements, additional context within which to assess our operating results, and information on the quality and variability of our earnings, liquidity and cash flows.69086909Selected Historical Financial Information and Ratios69106911On April 30, 2014, the6912spin-off6913of Navient from SLM Corporation (the6914“Spin-Off”)6915was completed and Navient6916became an independent, publicly traded company focused on asset management and business processing services. Although SLM BankCo is the entity that distributed the shares of Navient common stock to SLM BankCo common stockholders, for financial6917reporting purposes, Navient is treated as the “accounting spinnor” and therefore Navient, and not SLM BankCo, is the “accounting successor” to SLM Corporation. Hence, the following GAAP financial information to the extent related6918to periods on or "69190001042167-10-000260,controls_and_procedures,9A,461,"AND PROCEDURES69206921(a) Evaluation of Disclosure Controls and Procedures69226923The Company maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Security and Exchange Commission’s rules and forms, and that the information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to its management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. The Company carried out an evaluation as of October 1, 2010, under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of October 1, 2010 at reaching a level of reasonable assurance. In designing and evaluating the disclosure controls and procedures, management recognized that any controls"69240001297184-26-000009,changes_in_accounting,9,3400,"Regarding Foreign Jurisdictions that Prevent Inspections.6925None.69266927​692814769296930Table of Contents6931PART III6932Item693310. Directors, Executive Officers and Corporate Governance.6934Information required by this item will be included in our Proxy Statement for our 2026 Annual Meeting of Stockholders to be filed within 120 days after our fiscal year end of December 31, 2025, or 2026 Proxy Statement, and is incorporated by reference into this Annual Report on Form 10-K.6935Item693611. Executive Compensation.6937Information required by this item will be included in our 2026 Proxy Statement and is incorporated by reference into this Annual Report on Form 10-K.6938Item693912. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.6940Information required by this item will be included in our 2026 Proxy Statement and is incorporated by reference into this Annual Report on Form 10-K.6941Item694213. Certain Relationships and Related Transactions, and Director Independence.6943Information required by this item will be included in our 2026 Proxy Statement and is incorporated by reference into this Annual Report on Form 10-K.6944Item694514. Principal Accountant Fees and Services.6946Information required by this item will be included in our 2026 Proxy Statement and is incorporated by reference into this Annual Report on Form 10-K.6947​694814869496950Table of Contents6951PART IV6952Item695315. Exhibits and Financial Statement Schedules.6954(a)6955(1) Financial Statements filed as part of this report are listed in Part II, Item 8 o"69560001193125-14-403335,financial_statements,P1_1,12766,"Statements69576958FIRST CITIZENS BANC CORP69596960Consolidated Balance Sheets (Unaudited)69616962(In thousands, except share data)69636964September 30,2014 December 31,20136965ASSETS6966Cash and due from financial institutions $ 24,128 $ 34,1866967Securities available for sale 200,891 199,6136968Loans held for sale 1,399 4386969Loans, net of allowance of $15,445 and $16,528 871,573 844,7136970Other securities 12,554 15,4246971Premises and equipment, net 14,471 16,3136972Accrued interest receivable 4,523 3,8816973Goodwill 21,720 21,7206974Other intangibles 2,180 2,7636975Bank owned life insurance 19,518 19,1456976Other assets 9,042 9,3506977Total assets $ 1,181,999 $ 1,167,5466978LIABILITIES6979Deposits6980Noninterest-bearing $ 253,154 $ 234,9766981Interest-bearing 727,480 707,4996982Total deposits 980,634 942,4756983Federal Home Loan Bank advances 26,200 37,7266984Securities sold under agreements to repurchase 20,128 20,0536985Subordinated debentures 29,427 29,4276986Accrued expenses and other liabilities 9,727 9,4896987Total liabilities 1,066,116 1,039,1706988SHAREHOLDERS’ EQUITY6989Preferred shares, no par value, 200,000 shares authorized,6990Series A Preferred shares, $1,000 liquidation preference, no shares issued September 30, 2014 and 23,184 shares issued6991December 31, 2013 — 23,1846992Series B Preferred shares, $1,000 liquidation preference, 25,000 shares issued, net of issuance costs 23,132 23,1326993Common shares, no par value, 20,000,000 shares authorized, 8,455,881 shares issued 114,365 114,3656994Accumulated deficit (5,785 ) (10,823 )6995Treasury shares, 747,964 shares at cost"69960001410636-19-000159,quantitative_disclosures,P1_3,114,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK6997The Company is exposed to market risk in the normal course of business, including changes in commodity prices, equity prices and interest rates. For further discussion of its exposure to market risk, see Part II, Item 7A—Quantitative and Qualitative Disclosures about Market Risk in the Company’s Form 10-K. Except as described below, there have been no significant changes to the Company’s exposure to market risk since6998December 31, 20186999.7000On7001May 6, 20197002,7003five7004forward starting swap agreements with an aggregate notional amount of7005$510 million7006were terminated, and, as a result, the Company has no significant derivative instruments outstanding as of7007September 30, 20197008."70090001383312-16-000089,risk_factors,P2_1A,123,"FACTORS7010In addition to the information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the “Risk Factors” disclosed under Item 1A. to Part I in our Annual Report on Form 10-K for the fiscal year ended June 30, 2015, filed on August 7, 2015. You should be aware that these risk factors and other information may not describe every risk facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results. There have been no material changes to the risk factors we have disclosed in the “Risk Factors” section of our 2015 Annual Report on Form 10-K."70110001104659-22-035871,full_body,N/A,1132,"000180417670127013false701470150001804176701670172022-03-21701870192022-03-2170207021000180417670227023us-gaap:CommonClassAMember702470252022-03-21702670272022-03-2170287029000180417670307031us-gaap:WarrantMember703270332022-03-21703470352022-03-2170367037iso4217:USD70387039xbrli:shares70407041iso4217:USD70427043xbrli:shares70447045UNITED STATES70467047SECURITIES AND EXCHANGE COMMISSION70487049Washington, D.C. 2054970507051FORM70528-K70537054CURRENT REPORT70557056Pursuant to Section 13 OR 15(d) of the70577058Securities Exchange Act of 193470597060Date of Report (Date of earliest event reported):70617062March 21, 202270637064BUTTERFLY NETWORK, INC.70657066(Exact name7067of registrant as specified in its charter)70687069Delaware 001-39292 84-46181567070(State or other jurisdiction ofincorporation) (Commission File Number) (IRS EmployerIdentification No.)70717072530 Old Whitfield StreetGuilford,Connecticut 064377073(Address of principal executive offices) (Zip Code)70747075Registrant’s telephone number, including7076area code:7077(70782037079)7080689-565070817082N/A70837084(Former name or former address, if changed since7085last report)70867087Check the appropriate box below if the Form 8-K7088filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:70897090¨70917092Written7093communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)70947095¨70967097Soliciting7098material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)70997100¨71017102Pre-commencement7103communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))71047105¨71067107Pre-commencement7108communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))71097110S"71110000102752-15-000017,risk_factors,1A,2227,"Factors71127113Our future results may differ materially from past results and from those projected in the forward-looking statements contained in this Form 10-K due to various uncertainties and risks, including but not limited to those risks set forth below, non-recurring events and other important factors disclosed previously and from time to time in our other reports filed with the SEC.71147115Uncertain government budgets and shifting government priorities could delay contract awards and funding and adversely affect our ability to continue work under our government contracts. Additionally, federal procurement directives could result in our loss of work on current programs to set-asides and large multiple award contracts.71167117Our government business is subject to funding delays, terminations, reductions, extensions, and moratoriums caused by the government's budgeting and contracting process. The federal procurement environment is unpredictable and could adversely affect our ability to perform work under new and existing contracts. Contract award and funding delays extend across the federal technical services industry. We experienced delays in contract awards and funding on our contracts in recent years that have adversely affected our ability to continue existing work and to replace expiring work. Additionally, our government business is subject to the risk that one or more of our potential contracts or contract extensions may be awarded by the contracting agency to a small or disadvantag"71180001104659-13-056468,full_body,N/A,298,"UNITED STATES71197120SECURITIES AND EXCHANGE COMMISSION71217122WASHINGTON, DC 2054971237124FORM 8-K71257126CURRENT REPORT PURSUANT71277128TO SECTION 13 OR 15(D) OF THE71297130SECURITIES EXCHANGE ACT OF 193471317132Date of report (Date of earliest event reported):7133July 25, 2013713471353M COMPANY71367137(Exact Name of Registrant as Specified in Its Charter)71387139Delaware71407141(State or Other Jurisdiction of Incorporation)71427143File No. 1-3285 41-04177757144(Commission File Number) (IRS Employer Identification No.)71453M Center, St. Paul, Minnesota 55144-10007146(Address of Principal Executive Offices) (Zip Code)71477148(651) 733-111071497150(Registrant’s Telephone Number, Including Area Code)71517152(Former Name or Former Address, if Changed Since Last Report)71537154Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (7155see7156General Instruction A.2. below):71577158o7159Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)71607161o7162Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)71637164o7165Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))71667167o7168Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))71697170Item 2.02. Results of Operations and Financial Condition71717172On July 25, 2013, 3M Company issued a press release reporting second-quarter 2013 results (attached hereunder as Exhibit 99 and incorporated herein by reference).7173"71740000921582-25-000008,controls_and_procedures,9A,451,"and Procedures7175EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES7176The Company maintains disclosure controls and procedures designed to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the specified time periods and that such information is accumulated and communicated to management, including the CEO and Chief Financial Officer (“CFO”), to allow timely discussions regarding required disclosure. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.7177The Company’s management, with the participation of its CEO and its CFO, has evaluated the effectiveness of the Company’s “disclosure controls and procedures” (as defined in the Exchange Act Rules 13a-15(e) or 15d-15(e)) as of December 31, 2024 and has concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were effective. The Company will continue to periodically evaluate its disclosure controls and procedures and will make modifications from time to time as deemed necessary to ensure that information is recorded, processed, summarize"71780001445866-15-000539,full_body,N/A,336,"energytek8k05052015.htm71797180UNITED STATES71817182SECURITIES AND EXCHANGE COMMISSION71837184WASHINGTON, D.C. 2054971857186__________________71877188FORM 8-K71897190CURRENT REPORT71917192PURSUANT TO SECTION 13 OR 15(d) of the71937194SECURITIES EXCHANGE ACT OF 193471957196__________________71977198May 5, 201571997200Date of Report (Date of Earliest event reported)72017202ENERGYTEK CORP.72037204(Exact Name of Registrant as Specified in Charter)72057206Nevada 814-00175 86-04900347207(State or other JurisdictionOf incorporation) (Commission File Number) (IRS Employer Identification No.)72087209201 S. Laurel, Luling, TX 786487210(Address of principal executive offices) (Zip code)7211Registrant's telephone number, including area code: (713) 333-363072127213N/A72147215(7216Former Name or Former Address, If Changed Since Last Report)72177218Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:72197220o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)72217222o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)72237224o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))72257226o Pre-commencement communications pursuant to Rule 13c-4(c) under the Exchange Act (17 CFR 240.13e-4(c))72277228Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change of Fiscal year.72297230On May 5, 2015, the Board of Directors of EnergyTEK Corp. (the “Company”) adopted an Amendment to the Company’s By Laws by ad"72310000950170-21-001188,financial_statements,P1_1,7752,"Statements.72327233Janux Therapeutics, Inc.72347235Condensed Bal7236ance Sheets72377238(in thousands, except share and par value data)72397240June 30,2021 December 31,20207241Assets (unaudited)7242Current assets:7243Cash and cash equivalents $ 251,625 $ 7,8137244Short-term investments 142,570 —7245Accounts receivable 375 8,0007246Prepaid expenses and other current assets (includes related party amountsof $36and $0, respectively) 2,038 2497247Total current assets 396,608 16,0627248Property and equipment, net 215 1557249Total assets $ 396,823 $ 16,2177250Liabilities, Convertible Preferred Stock and Stockholders’ Equity (Deficit)7251Current liabilities:7252Accounts payable $ 354 $ 4287253Accrued liabilities (includes related party amounts of $0and $544, respectively) 2,286 7517254Current portion of deferred revenue 5,065 1,9507255Unvested stock liability 1,500 527256Total current liabilities 9,205 3,1817257Deferred revenue, net of current portion 2,823 6,0507258Total liabilities 12,028 9,2317259Commitments and contingencies (Note 3)7260Convertible preferred stock, $0.001par value; authorized shares –0and6,838,829atJune 30, 2021 and December 31, 2020, respectively; issued and outstandingshares –0and6,838,829at June 30, 2021 and December 31, 2020, respectively;liquidation preference – $0and $21,709at June 30, 2021and December 31, 2020, respectively — 21,6247261Stockholders’ equity (deficit):7262Preferred stock, $0.001par value; authorized shares –10,000,000and0atJune 30, 2021 and December 31, 2020, respectively;noshares issuedand outstanding at June 30, 2021 and December "72630001075415-25-000012,quantitative_disclosures,7A,685,"and Qualitative Disclosures About Market Risk.7264We are exposed to risks associated with market changes in interest rates. We manage our exposure to this market risk by monitoring available financing alternatives. Other than as described below, we do not currently foresee any significant changes in our exposure to fluctuations in interest rates or in how we manage this exposure in the near future.7265We may in the future enter into hedge arrangements or derivative contracts from time to time to mitigate our exposure to changes in interest rates.7266787267Table of Contents7268Fixed Rate Debt7269At December 31, 2024, our outstanding fixed rate debt included the following (dollars in thousands):7270Annual Annual7271Principal Interest Interest Interest7272Debt Balance(1) Rate(1) Expense Maturity Payments Due7273Senior unsecured notes 380,000 9.750 % 37,050 2025 Semi-Annually7274Senior secured notes(2) 940,534 0.000 % — 2026 At Maturity7275Senior unsecured notes 500,000 4.750 % 23,750 2028 Semi-Annually7276Senior unsecured notes 500,000 4.375 % 21,875 2031 Semi-Annually7277Senior unsecured notes 350,000 5.625 % 19,688 2042 Quarterly7278Senior unsecured notes 250,000 6.250 % 15,625 2046 Quarterly7279Mortgage note 120,000 6.864 % 8,237 2034 Monthly7280Mortgage note 7,464 6.444 % 481 2043 Monthly7281$ 3,047,998 $ 126,7067282(1)7283The principal balances and interest rates are the amounts stated in the applicable contracts. In accordance with GAAP, our carrying values and recorded interest expense may differ from these amounts because of mark"72840001193125-17-203564,full_body,N/A,668,"FORM 8-K72857286UNITED STATES72877288SECURITIES AND EXCHANGE COMMISSION72897290Washington, D.C. 2054972917292FORM 8-K72937294Current Report72957296Pursuant7297to Section 13 or 15(d)72987299of the Securities Exchange Act of 193473007301June 14, 2017 (June 12, 2017)73027303Date of Report (Date of earliest event reported)73047305FIRST INDUSTRIAL REALTY TRUST, INC.73067307FIRST INDUSTRIAL, L.P.73087309(Exact name of registrant as specified in its charter)73107311First Industrial Realty Trust, Inc.:7312Maryland 1-13102 36-39351167313(State or other jurisdiction ofincorporation or organization) (CommissionFile Number) (I.R.S. EmployerIdentification No.)7314First Industrial, L.P.:7315Delaware 333-21873 36-39245867316(State or other jurisdiction ofincorporation or organization) (CommissionFile Number) (I.R.S. EmployerIdentification No.)73177318311 S. Wacker Drive, Suite 390073197320Chicago, Illinois 6060673217322(Address of principal executive offices, zip code)73237324(312) 344-430073257326(Registrant’s telephone number, including area code)73277328Not Applicable73297330(Former7331name or former address, if changed since last report)73327333Check the appropriate box below7334if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):73357336☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)73377338☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)73397340☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))73417342"73430001466258-25-000149,full_body,N/A,533,"tt-20250730734400014662587345false7346000007347000146625873482025-07-3073492025-07-307350000146625873512025-04-3073522025-04-30735300014662587354us-gaap:CommonStockMember73552025-07-3073562025-07-30735700014662587358tt:FivePointTwoFivePercentSeniorNotesDueTwoThousandThirtyThreeMember73592025-07-3073602025-07-30736100014662587362us-gaap:SeniorNotesMember73632025-07-3073642025-07-30736500014662587366tt:FivePointOneZeroPercentSeniorNotesDueTwoThousandThirtyFourMember73672025-07-3073682025-07-307369UNITED STATES7370SECURITIES AND EXCHANGE COMMISSION7371WASHINGTON, D.C. 205497372____________________________________________7373FORM73748-K73757376____________________________________________7377CURRENT REPORT7378Pursuant to Section 13 or 15 (d) of The7379Securities Exchange Act of 19347380Date of Report7381(Date of earliest event reported) —73827383July 30, 20257384____________________________________________7385TRANE TECHNOLOGIES PLC7386(Exact name of registrant as specified in its charter)7387____________________________________________7388Ireland 001-34400 98-06266327389(State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)7390170/175 Lakeview Drive73917392Airside Business Park73937394Swords Co. Dublin73957396Ireland73977398(Address of principal executive offices, including zip code)7399+7400(353)7401(0)74021870740074037404(Registrant’s phone number, including area code)7405N/A7406(Former name or former address, if changed since last report)7407____________________________________________7408Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the7409registrant"74100001193125-11-310778,financial_statements,P1_1,13949,"Statements74117412CDW CORPORATION AND SUBSIDIARIES74137414CONSOLIDATED BALANCE SHEETS74157416(in millions, except per share amounts)74177418September 30,2011 December 31,20107419(unaudited)7420Assets7421Current assets:7422Cash and cash equivalents $ 25.9 $ 36.67423Accounts receivable, net of allowance for doubtful accounts of $5.9 and $5.0, respectively 1,257.0 1,091.57424Merchandise inventory 315.1 292.87425Miscellaneous receivables 186.1 192.87426Deferred income taxes 29.3 52.87427Prepaid expenses and other 48.7 35.87428Total current assets 1,862.1 1,702.37429Property and equipment, net 147.9 158.17430Goodwill 2,207.5 2,209.17431Other intangible assets, net 1,672.8 1,791.27432Deferred financing costs, net 71.6 79.77433Fair value of interest rate cap agreements 0.9 1.27434Other assets 2.2 2.27435Total assets $ 5,965.0 $ 5,943.87436Liabilities and Shareholders’ Deficit7437Current liabilities:7438Accounts payable—trade $ 563.1 $ 537.17439Accounts payable—inventory financing 223.8 28.27440Current maturities of long-term debt and capital leases — 132.67441Fair value of interest rate swap agreements — 2.87442Deferred revenue 39.0 28.67443Accrued expenses:7444Compensation 87.8 91.37445Interest 112.7 64.37446Sales taxes 19.3 23.27447Advertising 33.0 27.07448Income taxes 6.7 4.27449Other 87.4 87.67450Total current liabilities 1,172.8 1,026.97451Long-term liabilities:7452Debt and capital leases 4,071.0 4,157.47453Deferred income taxes 698.3 730.37454Accrued interest 13.7 32.37455Other liabilities 44.7 40.47456Total long-term liabilities 4,827.7 4,960.47457Commitments and contingencies — —7458Shareholders’ deficit:7459Class A co"74600001193125-13-238418,full_body,N/A,396,"Form 8-K74617462UNITED STATES74637464SECURITIES AND EXCHANGE COMMISSION74657466Washington, D.C. 2054974677468Form 8-K74697470CURRENT REPORT74717472PURSUANT TO SECTION 13 OR 15(D)74737474OF THE SECURITIES EXCHANGE ACT OF 193474757476Date of Report (Date of earliest event reported): May 29, 201374777478MICHAEL KORS HOLDINGS LIMITED74797480(Exact name of Registrant as Specified in its Charter)74817482British Virgin Islands 001-35368 N/A7483(State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)74847485c/o Michael Kors Limited74867487Unit 1902, 19/F, Tower 6,74887489The Gateway, Harbour City,74907491Tsim Sha Tsui, Kowloon, Hong Kong74927493(Address of Principal Executive Offices)74947495(852) 3928-556374967497(Registrant’s telephone number, including area code)74987499Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:75007501¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)75027503¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)75047505¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))75067507¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))75087509ITEM 2.02 RESULTS OF OEPRATIONS AND FINANCIAL CONDITIONS75107511On May 29, 2013, Michael Kors Holdings Limited (the “Company”), issued a press release containing its unaudited financial results for its fourth fiscal quarter and fiscal"75120001193125-15-027777,full_body,N/A,517,"Form 8-K75137514UNITED STATES75157516SECURITIES AND EXCHANGE COMMISSION75177518Washington, D.C. 2054975197520FORM 8-K75217522CURRENT REPORT75237524PURSUANT7525TO SECTION 13 OR 15(d)75267527OF THE SECURITIES EXCHANGE ACT OF 193475287529January 26, 201575307531Date7532of Report75337534(Date of earliest event reported)75357536SYNCHRONY7537FINANCIAL75387539(Exact name of registrant as specified in its charter)75407541Delaware 001-36560 51-04833527542(State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)75437544777 Long Ridge RoadStamford, Connecticut 069027545(Address of principal executive offices) (Zip Code)75467547(203) 585-240075487549(Registrant’s telephone number, including area code)75507551N/A75527553(Former name or7554former address, if changed since last report)75557556Check the appropriate box below7557if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:75587559¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)75607561¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)75627563¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))75647565¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))75667567Item 8.01. Other Events.75687569On January 26, 2015, Synchrony Financial (the “Company”) entered into an7570underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, Barclays Capital Inc., Credit Suisse Securiti"75710001193125-10-051322,risk_factors,1A,5263,"Factors75727573We are subject to numerous known and unknown risks, many of which are described below and elsewhere in this Annual Report. Any of the events7574described below could have a material adverse effect on our business, financial condition and results of operations. Additional risks and uncertainties that we are not aware of, or that we currently deem to be immaterial, could also impact our7575business and results of operations.75767577General7578economic and employment conditions in the United States could materially affect the business and future results of operations of the operators of our facilities which could, in turn, materially reduce our revenues and net income.75797580Our future results of operations could be unfavorably7581impacted by continued deterioration in general economic conditions which could result in increases in the number of people unemployed and/or uninsured. Should that occur, it may result in decreased occupancy rates at our medical office buildings as7582well as a reduction in the revenues earned by the operators of our hospital facilities which would unfavorably impact our future bonus rentals (on the UHS hospital facilities) and may potentially have a negative impact on the future lease renewal7583terms and the underlying value of the hospital properties. Additionally, the general real estate market has been unfavorably impacted by the deterioration in economic and credit market conditions which may adversely impact the underlying value of7584our properties.75857586The revenues and"75870001157523-19-002327,full_body,N/A,689,"false758800000295347589000002953475902019-12-0375912019-12-0375927593UNITED STATES75947595SECURITIES AND EXCHANGE COMMISSION75967597Washington, D.C. 2054975987599FORM76008-K76017602CURRENT REPORT76037604Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193476057606Date of Report (Date of earliest event reported):7607December 3, 201976087609DOLLAR GENERAL CORPORATION7610(Exact name of registrant as specified in its charter)76117612Tennessee 001-11421 61-05023027613(State or other jurisdictionof incorporation) (Commission File Number) (I.R.S. EmployerIdentification No.)76147615100 MISSION RIDGEGOODLETTSVILLE,TN 370727616(Address of principal executive offices) (Zip Code)76177618Registrant’s telephone number, including area code:7619(76206157621)7622855-400076237624(Former name or former address, if changed since last report)76257626Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the7627following provisions:76287629☐7630Written communications pursuant to Rule7631425 under the Securities Act (17 CFR 230.425)76327633☐7634Soliciting material7635pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)76367637☐7638Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR7639240.14d-2(b))76407641☐7642Pre-commencement communications pursuant to Rule 13e-4(c)7643under the Exchange Act (17 CFR 240.13e-4(c))76447645Securities registered pursuant to Section 12(b) of the Act:76467647Title of each class Trading Symbol(s) Name of each exchange on which registered7648Common Stock, par value $0.875 per share DG New York S"76490001193125-16-587174,full_body,N/A,462,"Form 8-K76507651UNITED STATES76527653SECURITIES AND EXCHANGE COMMISSION76547655Washington, D.C. 2054976567657FORM76588-K76597660CURRENT7661REPORT76627663Pursuant to Section 13 or 15(d)76647665of the Securities Exchange Act of 193476667667May 11, 201676687669Date7670of Report76717672(Date of earliest event reported)76737674WSFS7675Financial Corporation76767677(Exact name of registrant as specified in its charter)76787679Delaware 001-35638 22-28669137680(State or other jurisdictionof incorporation) (SEC CommissionFile Number) (IRS EmployerIdentification Number)7681500 Delaware Avenue, Wilmington, Delaware 198017682(Address of principal executive offices) (Zip Code)76837684Registrant’s telephone number, including area code: (302) 792-600076857686Not Applicable76877688(Former7689name or former address, if changed since last report)76907691Check the7692appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:76937694¨ Written communications pursuant to Rule 425 under the Securities Act76957696¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act76977698¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act76997700¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act77017702WSFS FINANCIAL CORPORATION77037704INFORMATION TO BE INCLUDED IN THE REPORT77057706Section 5 – Corporate Governance and Management77077708Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers77097710On May 11, 2016, WSFS Financial Corporation (“WSFS”) announced "77110001844452-25-000043,risk_factors,P2_1A,52,"Factors7712Factors that could cause our actual results to differ materially from those in this report include the risk factors described in our 2024 Annual Report on Form 10-K. As of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed except as disclosed below."77130000005513-15-000020,legal_proceedings,P2_1,21,"PROCEEDINGS7714Refer to Part I, Item 1, Note 10 of the ""Notes to Consolidated Financial Statements"" for information on legal proceedings."77150000845877-22-000022,properties,2,130,"Farmer Mac maintains its principal office at 1999 K Street, N.W., 4th Floor, Washington, D.C. 20006, under a sublease that began on October 1, 2011 and ends on August 30, 2024. Farmer Mac also maintains two other office locations: (1) 9169 Northpark Drive, Johnston, Iowa 50322, under a lease that began on October 1, 2017 and ends on June 30, 2023; and (2) 9249 Northpark Drive, Johnston, IA 50322, under a lease that began on August 1, 2021 and ends on June 30, 2023. Farmer Mac believes that its offices are suitable and adequate for its current and anticipated needs for the near future. Farmer Mac's activities at each property encompass its Agricultural Finance line of business. Farmer Mac's activities at its Washington, D.C. office encompass all of its segments."77160001193125-23-060215,full_body,N/A,889,"8-K77177718GLADSTONE COMMERCIAL CORP77197720false772177220001234006772377240001234006772577262023-03-03772777282023-03-0377297730000123400677317732us-gaap:CommonStockMember773377342023-03-03773577362023-03-0377377738000123400677397740good:A6.625SeriesECumulativeRedeemablePreferredStockMember774177422023-03-03774377442023-03-0377457746000123400677477748good:A7.00SeriesDCumulativeRedeemablePreferredStockMember774977502023-03-03775177522023-03-0377537754UNITED STATES77557756SECURITIES AND EXCHANGE COMMISSION77577758Washington, D.C. 2054977597760Form77618-K77627763CURRENT REPORT77647765Pursuant to Section 13 or 15(d)77667767of the Securities Exchange Act of 193477687769Date of Report (Date of earliest event Reported):7770March 3, 202377717772Gladstone Commercial Corporation77737774(Exact Name of Registrant as Specified in Charter)77757776Maryland 001-33097 02-06812767777(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification Number)777877791521 Westbranch Drive7780,7781Suite 1007782,7783McLean7784,7785Virginia778677872210277887789(Address of Principal Executive Offices) (Zip Code)77907791(703)77927793287-580077947795(Registrant’s telephone number, including area code)77967797Not Applicable77987799(Former name or former address, if changed since last report)78007801Check the appropriate box below if the Form78028-K7803filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:78047805☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)78067807☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)78087809☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act "78100001193125-13-096282,quantitative_disclosures,P1_3,65,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK78117812During previous fiscal years, we used foreign7813exchange forward contracts to mitigate foreign currency exchange rate risk as we funded our Canadian operations. We do not currently expect to enter into any similar contracts.78147815There have been no material changes in our market risks from those reported at April 30, 2012 in our Annual Report on Form 10-K.78167817-44-"78180001171843-13-003304,unregistered_sales,P2_2,592,"Sales of Equity Securities and Use of Proceeds78197820None.78217822Item78233. Defaults upon Senior Securities78247825None.78267827Item78284. Mine Safety Disclosures78297830The information concerning mine safety violations and other regulatory matters required by section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95.1 of this Quarterly Report on Form 10-Q, which is incorporated by reference.78317832Item78335. Other Information78347835None.783678372878387839Item78406. Exhibits78417842Exhibit No. Description7843784410.1* Summary of standard compensation arrangements fornon-employee directors of Sterling Construction Company, Inc.7845784631.1* Certification of Peter E. MacKenna, Chief Executive Officer of Sterling Construction Company, Inc.7847784831.2* Certification of Kevan Blair, Acting Chief Financial Officer of Sterling Construction Company, Inc.7849785032* Certification pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) of Peter E. MacKenna, Chief Executive Officer, and Kevan Blair, Acting Chief Financial Officer7851785295.1* Mine Safety Disclosure78537854101.INS** XBRL Instance Document78557856101.SCH** XBRL Taxonomy Extension Schema Document78577858101.CAL** XBRL Taxonomy Extension Calculation Linkbase Document78597860101.DEF** XBRL Taxonomy Extension Definition Linkbase Document78617862101.LAB** XBRL Taxonomy Extension Label Linkbase Document78637864101.PRE** XBRL Taxonomy Extension Presentation Linkbase Document78657866* Filed herewith.78677868** Submitted electronically herewith.78697870In accorda"78710001628280-24-051058,md_and_a,P1_2,6168,"Discussion and Analysis of Financial Condition and Results of Operations7872For purposes of the following discussion, all references to ""third quarter of 2024"" and ""third quarter of 2023"" are to the Company's 13-week fiscal periods ended November 2, 2024 and October 28, 2023, respectively. References to ""2024"" and ""2023"" are to the Company's 39-week fiscal periods ended November 2, 2024 and October 28, 2023, respectively.7873The following discussion should be read in conjunction with the Consolidated Financial Statements and the related notes included elsewhere in this report, as well as the financial and other information included in the 2023 10-K. The following discussion contains forward-looking statements that reflect the Company's plans, estimates and beliefs. The Company's actual results could materially differ from those discussed in these forward-looking statements. Factors that could cause or contribute to those differences include, but are not limited to, those discussed below and elsewhere in this report (particularly in ""Risk Factors"" and in ""Forward-Looking Statements"") and in the 2023 10-K (particularly in ""Risk Factors"" and in ""Forward-Looking Statements""). This discussion includes Non-GAAP financial measures. For information about these measures, see the disclosure under the caption ""Important Information Regarding Non-GAAP Financial Measures"".7874Quarterly Overview7875The Company continues to view fiscal 2024 as a transition and investment year as it implements its new s"78760001174850-19-000057,full_body,N/A,1533,"Document78777878UNITED STATES7879SECURITIES AND EXCHANGE COMMISSION7880Washington, D.C. 2054978817882FORM 8-K78837884CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF7885THE SECURITIES EXCHANGE ACT OF 193478867887Date of Report (Date of earliest event reported): September 17, 201978887889NICOLET BANKSHARES, INC.7890(Exact name of registrant as specified in its charter)78917892Wisconsin 001-37700 47-08710017893(State or other jurisdiction ofincorporation or organization) (CommissionFile Number) (IRS EmployerIdentification No.)78947895111 North Washington Street7896Green Bay, Wisconsin 543017897(Address of principal executive offices)78987899(920) 430-14007900(Registrant’s telephone number, including area code)79017902Not Applicable7903(Former name or former address, if changed since last report)79047905Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:7906ý Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)7907¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)7908¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))7909¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))7910Securities registered pursuant to Section 12(b) of the Act:7911Title of each class Trading Symbol(s) Name of each exchange on which registered7912Common stock, par value $0.01 per share NCBS The NASDAQ Stock Market LLC7913In"79140001140361-15-014758,full_body,N/A,5497,"UNITED STATES79157916SECURITIES AND EXCHANGE COMMISSION79177918WASHINGTON, D.C. 2054979197920FORM 8-K79217922CURRENT REPORT79237924Pursuant to Section 13 or 15(d)79257926of the Securities Exchange Act of 193479277928Date of Report (Date of earliest event reported): April 8, 2015 (April 7, 2015)79297930GENCO SHIPPING & TRADING LIMITED79317932(Exact Name of Registrant as Specified in Charter)79337934Republic of the Marshall Islands 001-33393 98-043-97587935(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)79367937299 Park Avenue12thFloorNew York, NY 101717938(Address of Principal Executive Offices) (Zip Code)79397940Registrant’s telephone number, including area code: (646) 443-855079417942Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:79437944☒ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)79457946☒ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)79477948☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))79497950☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))79517952ITEM 1.01 Entry Into A Material Definitive Agreement79537954Merger Agreement79557956On April 7, 2015, Genco Shipping & Trading Limited, a Marshall Islands corporation (“7957Genco7958” or the “7959Company7960”), Baltic Trading Limited, a Marshall Islands corporation (“7961Baltic Trading7962”), and P"79630000885550-22-000064,legal_proceedings,P2_1,302,"PROCEEDINGS7964In the normal course of business and as a result of the consumer-oriented nature of the industry in which we operate, we and other industry participants are frequently subject to various consumer claims, litigation and regulatory investigations seeking damages, fines and statutory penalties. The claims allege, among other theories of liability, violations of state, federal and foreign truth-in-lending, credit availability, credit reporting, consumer protection, warranty, debt collection, insurance and other consumer-oriented laws and regulations, including claims seeking damages for alleged physical and mental harm relating to the repossession and sale of consumers’ vehicles and other debt collection activities. As the assignee of Consumer Loans originated by Dealers, we may also be named as a co-defendant in lawsuits filed by consumers principally against Dealers. We may also have disputes and litigation with Dealers. The claims may allege, among other theories of liability, that we breached our Dealer servicing agreement. We may also have disputes and litigation with vendors and other third parties. The claims may allege, among other theories of liability, that we breached a license agreement or contract. The damages, fines and penalties that may be claimed by consumers, regulatory agencies, Dealers, vendors or other third parties in these types of matters can be substantial. The relief requested by plaintiffs varies but may include requests for compensatory, st"79650001109357-26-000018,legal_proceedings,3,57,"PROCEEDINGS7966All Registrants7967The Registrants are parties to various lawsuits and regulatory proceedings in the ordinary course of their respective businesses. For information regarding material lawsuits and proceedings, see Note 2 — Regulatory Matters and Note 16 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements. Such descriptions are incorporated herein by these references."79680001157523-17-002184,full_body,N/A,687,"UNITED STATES79697970SECURITIES AND EXCHANGE COMMISSION79717972Washington, D.C. 2054979737974FORM 8-K79757976CURRENT REPORT79777978Pursuant to Section 13 or 15(d) of79797980the Securities Exchange Act of 193479817982Date of Report (Date of earliest event reported):7983July 31, 2017 (July 27, 2017)79847985MBIA INC.79867987(Exact name of registrant as specified in its charter)79887989Connecticut 1-9583 06-11857067990(State or other jurisdiction ofincorporation) (Commission File Number) (IRS Employer Identification No.)799179921 Manhattanville Road, Suite 301Purchase, New York 105777993(Address of principal executive offices) (Zip Code)79947995Registrant's telephone number, including area code:79967997914-273-454579987999Not Applicable80008001(Former name or former address, if changed since last report)80028003Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:80048005⃞8006Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)80078008⃞8009Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)80108011⃞8012Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))80138014⃞8015Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))80168017Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 o"80180001571049-14-003700,financial_statements,P1_1,12991,"Proceedings 448019Item 1A –Risk Factors 448020Item 2 –Unregistered Sales of Equity Securities and Use of Proceeds 448021Item 3 –Defaults Upon Senior Securities 448022Item 4 –Mine Safety Disclosures 448023Item 5 –Other Information 448024Item 6 -Exhibits 458025Signatures 468026Certifications80278028ITEM I - FINANCIAL INFORMATION8029PART I - FINANCIAL STATEMENTS8030SOUTHERN NATIONAL BANCORP OF VIRGINIA, INC.8031CONSOLIDATED BALANCE SHEETS8032(dollars in thousands, except per share amounts) (Unaudited)80338034June 30, December 31,80352014 20138036ASSETS8037Cash and cash equivalents:8038Cash and due from financial institutions $ 4,097 $ 2,6798039Interest-bearing deposits in other financial institutions 20,134 18,1778040Total cash and cash equivalents 24,231 20,8568041Securities available for sale, at fair value 2,207 1,9938042Securities held to maturity, at amortized cost(fair value of $83,491 and $76,193, respectively) 84,830 82,4438043Covered loans 49,320 51,7018044Non-covered loans 541,030 494,3578045Total loans 590,350 546,0588046Less allowance for loan losses (7,336 ) (7,090 )8047Net loans 583,014 538,9688048Stock in Federal Reserve Bank and Federal Home Loan Bank 6,908 5,9158049Equity investment in mortgage affiliate 3,570 -8050Preferred investment in mortgage affiliate 1,805 -8051Bank premises and equipment, net 6,225 6,3248052Goodwill 9,160 9,1608053FDIC indemnification asset 4,378 5,8048054Bank-owned life insurance 20,671 18,3748055Other real estate owned 13,309 11,7928056Deferred tax assets, net 8,107 8,2818057Other assets 6,281 6,2758058Total assets $ 774,696 $ 716,1858059LIABILITIES AND ST"80600001193125-25-268514,financial_statements,P1_1,9993,"AL STATEMENTS8061Packaging Corporation of America8062Consolidated Statements of In8063come and Comprehensive Income8064(unaudited, dollars in millions, except per-share data)80658066Three Months Ended Nine Months Ended8067September 30, September 30,80682025 2024 2025 20248069Statements of Income:8070Net sales $ 2,313.4 $ 2,182.4 $ 6,625.7 $ 6,237.28071Cost of sales (1,809.1 ) (1,677.2 ) (5,183.6 ) (4,923.8 )8072Gross profit 504.3 505.2 1,442.1 1,313.48073Selling, general and administrative expenses (154.3 ) (162.0 ) (468.9 ) (463.3 )8074Other expense, net (25.5 ) (16.1 ) (34.7 ) (51.0 )8075Income from operations 324.5 327.1 938.5 799.18076Non-operating pension income — 1.2 — 3.48077Interest expense, net (19.3 ) (9.7 ) (45.2 ) (29.7 )8078Income before taxes 305.2 318.6 893.3 772.88079Provision for income taxes (78.3 ) (80.5 ) (221.0 ) (188.8 )8080Net income $ 226.9 $ 238.1 $ 672.3 $ 584.08081Net income per common share:8082Basic $ 2.52 $ 2.65 $ 7.48 $ 6.518083Diluted $ 2.51 $ 2.64 $ 7.45 $ 6.488084Dividends declared per common share $ 1.25 $ 1.25 $ 3.75 $ 3.758085Statements of Comprehensive Income:8086Net income $ 226.9 $ 238.1 $ 672.3 $ 584.08087Other comprehensive income, net of tax:8088Changes in unrealized gains on marketabledebt securities, net of tax of $0.0million, ($0.3)million, ($0.1) million, and ($0.3) million, respectively — 1.0 0.2 0.88089Amortization of pension and postretirement plans actuarial lossand prior service cost, net of tax of ($0.3) million,($0.4) million, ($0.9) million, and ($1.0) million, respectively 1.0 1.0 2.8 3.18090Other comprehensi"80910001437749-12-010817,risk_factors,P2_1A,2112,"Factors80928093There have been no material changes from the risk factors disclosed in the “Risk Factors” section of our Annual Report on Form 10-K filed on March 6, 2012 with the SEC, except as set forth below.80948095There are conflicts of interest in our relationship with ARRM and its affiliates, which could result in decisions that are not in the best interests of our stockholders or warrant holders.80968097We are subject to conflicts of interest arising out of our relationship with JAVELIN, ARRM and their affiliates. Each of our executive officers and certain of our non-independent directors is also an employee or affiliated with JAVELIN and ARRM and they will not be exclusively dedicated to our business. Each of Mr. Ulm and Mr. Zimmer is a Co-Managing Member of ARRM and owner of equity interests in JAVELIN.809880993781008101In addition, Daniel C. Staton and Marc H. Bell, two of our directors, are principal owners of Staton Bell Blank Check LLC, our Sub-Manager, which, in consideration for services to be provided to ARRM under a sub-management agreement is entitled to receive a percentage of the net management fee earned by ARRM from us and JAVELIN. As a result, the Management Agreement with ARRM may create a conflict of interest and its terms, including fees payable to ARRM, may not be as favorable to us as if they had been negotiated with an unaffiliated third party. In addition, we may choose not to enforce, or to enforce less vigorously, our rights under the Management Agreement because of our des"81020000102752-16-000074,mine_safety,4,611,"Officers of Registrant81038104Our executive officers are listed below, as well as information concerning their age and positions held with VSE. There is no family relationships among any of our executive officers. For executive officers who have been with us fewer than five years, their principal occupations and business experience during the last five years are provided. The executive officers are appointed annually to serve until the first meeting of VSE's Board of Directors (the ""Board"") following the next annual meeting of stockholders and until their successors are elected and have qualified, or until death, resignation or removal, whichever is sooner.81058106Name Age Position with Registrant8107Joseph R. Brown 59 President, Federal Services Group8108Maurice A. Gauthier 68 Director, Chief Executive Officer, President and Chief Operating Officer8109Paul W. Goffredi 58 President, VSE's subsidiary VSE Aviation, Inc.8110John T. Harris 64 President, VSE's subsidiary Akimeka, LLC8111Thomas M. Kiernan 48 Vice President, General Counsel and Secretary8112Thomas R. Loftus 60 Executive Vice President and Chief Financial Officer8113Nancy Margolis 60 President, VSE's subsidiary Energetics Incorporated8114Chad Wheeler 41 President, VSE's subsidiary Wheeler Bros., Inc.81158116Mr. Brown was appointed the President of the Federal Services Group in May 2015. Our Federal Services Group includes VSE's Global Maritime Services and Global Land Services divisions. Mr. Brown brings over 19 years of experience as a program and business "81170000200406-17-000042,unregistered_sales,P2_2,469,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS8118(c) Purchases of Equity Securities by the Issuer and Affiliated Purchasers.8119On October 13, 2015, the Company announced that its Board of Directors approved a share repurchase program, authorizing the Company to purchase up to $10.0 billion of the Company's shares of common stock. The repurchase program was completed on June 16, 2017.8120The following table provides information with respect to Common Stock purchases by the Company during the fiscal second quarter of 2017. The repurchases below also include the stock-for-stock option exercises that settled in the fiscal second quarter.8121Period Total Numberof Shares Purchased(1) Avg. PricePer Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs(3)8122April 3, 2017 through April 30, 2017 1,814,412 123.35 1,805,461 —8123May 1, 2017 through May 28, 2017 2,200,986 125.37 2,196,268 —8124May 29, 2017 through July 2, 2017 10,497,064 132.70 6,547,611 —8125Total 14,512,462 10,549,3408126(1) During the fiscal second quarter of 2017, the Company repurchased an aggregate of 14,512,462 shares of Johnson & Johnson Common Stock in open-market transactions, of which 10,549,340 shares were purchased pursuant to the repurchase program that was publicly announced on October 13, 2015, and of which 3,963,122 shares were purchased in open-market transactions as part of a systematic plan to meet the needs of t"81270001628280-19-013716,risk_factors,P2_1A,8704,"FACTORS8128Investing in our common stock involves significant risks. Before investing, carefully consider the risks described below and the other information in this quarterly report, including our financial statements and related notes. The risks and uncertainties described below are the ones we believe may materially affect us. There may be others of which we are unaware that could materially harm our business or financial condition and cause the price of our stock to decline, in which case you could lose all or part of your investment.8129Risks Related to our Commercial Activities8130Failure to generate sufficient revenue from the sale of Korlym would harm our financial results and would likely cause our stock price to decline.8131Our ability to generate revenue and to fund our commercial operations and development programs is dependent on the sale of Korlym to treat patients with Cushing’s syndrome. Physicians will prescribe Korlym only if they determine that it is preferable to other treatments, even if those treatments are not approved for Cushing’s syndrome. Because Cushing’s syndrome is rare, most physicians are inexperienced diagnosing or caring for patients with the illness and it can be hard to persuade them to identify appropriate patients and treat them with Korlym.8132Many factors could limit our Korlym revenue, including:8133•8134the preference of some physicians for off-label treatments for Cushing’s syndrome, such as ketoconazole;8135•8136competition from non-medical treatments, such a"81370001140859-17-000020,controls_and_procedures,P1_4,210,"and Procedures81388139Evaluation of Disclosure Controls and Procedures81408141The Company maintains disclosure controls and procedures that are intended to ensure that information required to be disclosed in the Company’s reports submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. These controls and procedures also are intended to ensure that information required to be disclosed in such reports is accumulated and communicated to management to allow timely decisions regarding required disclosures.81428143The Company’s Chief Executive Officer and Chief Financial Officer, with the participation of other members of the Company’s management, have evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a — 15(e) and 15d — 15(e) under the Exchange Act) and have concluded that the Company’s disclosure controls and procedures were effective for their intended purposes as of the end of the period covered by this report.81448145Changes in Internal Control over Financial Reporting81468147During the8148second8149quarter of fiscal815020178151, there was no change in AmerisourceBergen Corporation’s internal control over financial reporting that materially affected, or is reasonably likely to materially affect, internal control over financial reporting.8152328153Table of Contents8154PART II. OTHER INFORMATION"81550001070081-19-000050,risk_factors,P2_1A,83,"Factors8156We have set forth in Item 1A to our Annual Report on Form 10-K for the year ended December 31, 2018, risk factors relating to our business, our industry, our structure and our common stock. Readers of this Quarterly Report on Form 10-Q are referred to such Item 1A for a more complete understanding of risks concerning us. There have been no material changes in our risk factors since those published in such Form 10-K for the year ended December 31, 2018."81570001302215-21-000006,unregistered_sales,P2_2,721,"Sales of Equity Securities and Use of Proceeds8158On December 4, 2020, the Company issued 17,865 unrestricted shares of the Company’s Class B Common Stock to certain former employees of a business acquired in 2015. The Company relied upon the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended, for transactions not involving a public offering and received no proceeds in connection with this issuance.8159During the quarter ended December 31, 2020, the Company issued 790,025 shares of Class A common stock upon the conversion of a like number of shares of Class B common stock. Each share of Class B common stock may be converted into one share of Class A common stock at the option of its holder. See Note 15 for additional information. The Company relied upon the exemption from registration provided by Section 3(a)(9) under the Securities Act of 1933, as amended.8160378161Table of Contents8162Purchases of Equity Securities8163The following table summarizes all of the repurchases of Houlihan Lokey, Inc. equity securities during the quarter ended December 31, 2020:8164Period Total Number of Shares Purchased Average Price Paid PerShare Total Number of Shares Purchased As Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs(1)8165October 1, 2020 - October 31, 2020(2) 31,069 $ 58.27 30,913 $ 100,500,0398166November 1, 2020 - November 30, 2020 70,410 63.02 70,410 96,062,9098167December 1,"81680000874716-25-000165,md_and_a,P1_2,10229,"Discussion and Analysis of Financial Condition and Results of Operations81698170This Quarterly Report on Form 10-Q contains statements which, to the extent they are not statements of historical fact, constitute “forward-looking statements.” Such forward-looking statements about our business and expectations within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), include statements relating to, among other things, our expectations regarding revenue recognition timing and amounts; business trends, earnings, and other measures of financial performance; projected impact of foreign currency exchange rates and hedging activities; realizability of assets; future cash flow and uses of cash; future repurchases of common stock; future levels of indebtedness and capital spending; the working capital and liquidity outlook; critical accounting estimates; deductibility of goodwill; inflation; and projected impacts of tariff and trade policy changes and uncertainty. Forward-looking statements can be identified by the use of words such as “expects,” “may,” “anticipates,” “intends,” “would,” “will,” “plans,” “believes,” “estimates,” “should,” “project,” and similar words and expressions. These forward-looking statements are intended to provide our current expectations or forecasts of future events; are based on current estimates, project"81710001906324-24-000032,md_and_a,P1_2,5103,"Discussion and Analysis of Financial Condition and Results of Operations8172In this Quarterly Report, all references to “we,” “our” and “us” refer to QuidelOrtho Corporation and its subsidiaries.8173Future Uncertainties and Forward-Looking Statements8174This Quarterly Report contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act, and Section 21E of the Exchange Act. These statements are any statement contained herein that is not strictly historical, including, but not limited to, certain statements under Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and located elsewhere herein regarding our commercial, integration and other strategic goals, industry prospects, our expected results of operations or financial position, and future plans, objectives, strategies, expectations and intentions. Without limiting the foregoing, the words “may,” “will,” “would,” “should,” “might,” “expect,” “anticipate,” “believe,” “estimate,” “plan,” “intend,” “goal,” “project,” “strategy,” “future,” “continue” or similar words, expressions or the negative of such terms or other comparable terminology are intended to identify forward-looking statements. Such statements are based on the beliefs and expectations of our management as of the date of this Quarterly Report and are subject to significant known and unknown risks and uncertainties. Actual results or outc"81750001104659-13-039572,controls_and_procedures,P1_4,243,"and Procedures81768177We maintain disclosure controls and procedures defined in Rule 13a-15(e) under the Exchange Act, as controls and other procedures that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act is accumulated and communicated to our management, including our President and Chief Executive Officer, Thomas Brisbin, and our Chief Financial Officer, Kimberly Gant, as appropriate to allow timely decisions regarding required disclosure.81788179In connection with the preparation of this Quarterly Report, an evaluation was performed under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures as of March 29, 2013. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective, at a reasonable assurance level, as of March 29, 2013. No change in our internal control over financial reporting occurred during the period covered by this report that ha"81800001944558-24-000021,market_for_equity,5,1087,"for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities8181Market Information8182Our common stock trades on the New York Stock Exchange under the symbol “VTS.” The closing price for our common stock on February 15, 2024 was $22.16 per share.8183Comparison Performance Chart8184The following information in this Item 5 of this Annual Report on Form 10-K is not deemed to be “soliciting material” or to be “filed” with the SEC or subject to Regulation 14A or 14C under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or to the liabilities of Section 18 of the Exchange Act, and will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent we specifically incorporate it by reference into such a filing.8185The following graph compares the cumulative total stockholder return on our common stock since January 17, 2023 (VTS’s first trading day following the Spin-Off), and the cumulative total returns of Standard & Poor’s 500 Index (“S&P 500”) and the S&P Oil & Gas Exploration & Production Select Industry Index (“S&P O&G E&P”) for the same period. This graph tracks the performance of a $100 investment in our common stock and in each index (including reinvestment of all dividends) from January 17, 2023 to December 31, 2023.8186The stock price performance included in this graph is not necessarily indicative of future stock price performance.8187Authorized Capital Stock8188The Com"81890001104659-25-107719,md_and_a,P1_2,6311,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS8190The following discussion should be read together with our condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025 (the “Quarterly Report”) and consolidated financial statements and related notes appearing in our Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Annual Report”). Management’s Discussion and Analysis of Financial Conditions and Results of Operations (“MD&A”) contain forward-looking statements. Our actual results could differ materially from those anticipated in these forward-looking statements. See “Cautionary Note Regarding Forward Looking Statements” in this Quarterly Report, Part I, Item 1A Risk Factors of the 2024 Annual Report, and Part II, Item 1A Risk Factors in this Quarterly Report for a discussion of certain risks, uncertainties and assumptions associated with these statements.8191This MD&A is divided into the following sections:8192● Overview8193● Market Conditions and Industry Trends8194● Key Business Metrics8195● Results of Operations8196● Business Segment Disclosures8197● Non-U.S. GAAP Financial Measures8198● Liquidity and Capital Resources8199● Critical Accounting Policies and Estimates8200All dollar amounts are in USD thousands except share amounts and per share data and as otherwise noted.82011782028203Table of Contents8204OVERVIEW8205eXp World Holdings, Inc. (the “Company,” “eXp” o"82060001193125-25-302557,full_body,N/A,1012,"8-K82078208STEPAN CO82098210false821182120000094049821382140000094049821582162025-11-26821782182025-11-2682198220UNITED STATES82218222SECURITIES AND EXCHANGE COMMISSION82238224WASHINGTON, D.C. 2054982258226FORM82278-K82288229CURRENT REPORT82308231Pursuant to Section 13 or 15(d)82328233of the Securities Exchange Act of 193482348235Date of Report (Date of earliest event reported):8236November 26, 202582378238STEPAN COMPANY82398240(Exact name of Registrant as Specified in Its Charter)82418242Delaware 1-4462 36-18238348243(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)824482451101 Skokie BoulevardSuite 5008246Northbrook,Illinois 600628247(Address of Principal Executive Offices) (Zip Code)82488249Registrant’s Telephone Number, Including Area Code:825084782518252446-750082538254(Former Name or Former Address, if Changed Since Last Report)82558256Check the appropriate box below if the Form82578-K8258filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:82598260☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)82618262☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)82638264☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))82658266☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))82678268Securities registered pursuant to Section 12(b) of the Act:82698270Title of each class TradingSymbol(s) Name of each exchangeon which registered8271Common Stock, $1 par value SCL The New Y"82720000012927-17-000073,financial_statements,P1_1,11551,"Statements8273The Boeing Company and Subsidiaries8274Condensed Consolidated Statements of Operations8275(Unaudited)8276(Dollars in millions, except per share data) Nine months ended September 30 Three months ended September 3082772017 2016 2017 20168278Sales of products $60,484 $63,563 $21,825 $21,4948279Sales of services 7,540 7,722 2,484 2,4048280Total revenues 68,024 71,285 24,309 23,8988281Cost of products (49,856 ) (55,117 ) (18,050 ) (17,907 )8282Cost of services (5,730 ) (6,163 ) (1,910 ) (1,983 )8283Boeing Capital interest expense (53 ) (46 ) (27 ) (14 )8284Total costs and expenses (55,639 ) (61,326 ) (19,987 ) (19,904 )828512,385 9,959 4,322 3,9948286Income from operating investments, net 169 220 49 698287General and administrative expense (2,888 ) (2,617 ) (915 ) (923 )8288Research and development expense, net (2,418 ) (3,901 ) (767 ) (857 )8289Loss on dispositions, net (10 ) (1 )8290Earnings from operations 7,248 3,651 2,689 2,2828291Other income, net 94 41 45 28292Interest and debt expense (267 ) (227 ) (87 ) (81 )8293Earnings before income taxes 7,075 3,465 2,647 2,2038294Income tax (expense)/benefit (2,010 ) (201 ) (794 ) 768295Net earnings $5,065 $3,264 $1,853 $2,2798296Basic earnings per share $8.37 $5.09 $3.10 $3.648297Diluted earnings per share $8.27 $5.04 $3.06 $3.608298Cash dividends paid per share $4.26 $3.27 $1.42 $1.098299Weighted average diluted shares (millions) 612.8 647.9 606.3 632.78300See Notes to the Condensed Consolidated Financial Statements.830118302Table of Contents8303The Boeing Company and Subsidiaries8304Condensed Consolidated Statem"83050001670541-25-000152,financial_statements,8,23095,"Statements and Supplementary Data8306Index to Consolidated Financial Statements Page8307Report of Independent Registered Public Accounting Firm(PCAOB ID238) 558308Consolidated Statements of Income (Loss) for the years ended September 30, 2025, 2024 and 2023 588309Consolidated Statements of Comprehensive Income (Loss) for the years ended September 30, 2025, 2024 and 2023 598310Consolidated Statements of Financial Position as of September 30, 2025 and 2024 608311Consolidated Statements of Cash Flows for the years ended September 30, 2025, 2024 and 2023 618312Consolidated Statements of Shareholders' Equity for the years ended September 30, 2025, 2024 and 2023 638313Notes to Consolidated Financial Statements 648314Schedule II - Valuation and Qualifying Accounts for the years ended September 30, 2025, 2024 and 2023 1088315Adient plc | Form 10-K | 548316Report of Independent Registered Public Accounting Firm8317To the Board of Directors and Shareholders of Adient plc8318Opinions on the Financial Statements and Internal Control over Financial Reporting8319We have audited the accompanying consolidated statements of financial position of Adient plc and its subsidiaries (the “Company”) as of September 30, 2025 and 2024, and the related consolidated statements of income (loss), of comprehensive income (loss), of shareholders' equity and of cash flows for each of the three years in the period ended September 30, 2025, including the related notes and financial statement schedule listed in the accompanying index (collectively refe"83200001589526-18-000045,legal_proceedings,P2_1,65,"Proceedings.8321Blue Bird is engaged in legal proceedings in the ordinary course of its business. Although no assurances can be given about the final outcome of pending legal proceedings, at the present time management does not believe that the resolution or outcome of any of Blue Bird’s pending legal proceedings will have a material adverse effect on its financial condition, liquidity or results of operations."83220001193125-26-241922,full_body,N/A,671,"8-K83238324false832583260001811063832783280001811063832983302026-05-21833183322026-05-2183338334UNITED STATES83358336SECURITIES AND EXCHANGE COMMISSION83378338Washington, D.C. 2054983398340FORM83418-K83428343CURRENT REPORT83448345Pursuant to Section 13 or 15(d)83468347of the Securities Exchange Act of 193483488349Date of Report (Date of earliest event reported):8350May 21, 202683518352Nuvation Bio Inc.83538354(Exact name of registrant as specified in its charter)83558356Delaware 001-39351 85-08622558357(State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)835883591500 Broadway8360,8361Suite 140183628363New York8364,8365NY836683671003683688369(Address of principal executive offices)83708371(332)83728373208-610283748375(Registrant’s telephone number, including area code)83768377Check the appropriate box below if the Form83788-K8379filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:83808381☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)83828383☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)83848385☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))83868387☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under Exchange Act (17 CFR240.13e-4(c))83888389Securities registered pursuant to Section 12(b) of the Act:83908391Title of each class TradingSymbol(s) Name of each exchangeon which registered8392Class A Common Stock, $0.0001 par value per share NUVB The New York Stock Exchange83938394Indicate by check mark whether the registrant is an eme"83950001062231-15-000023,financial_statements,8,18428,"Statements and Supplementary Data8396Consolidated Statements of Income8397Year Ended December 31,83982014 2013 20128399(in millions, except per share data)8400Net sales $ 3,696.0 $ 3,207.3 $ 2,930.98401Cost of goods sold 3,173.2 2,728.6 2,531.28402Gross profit 522.8 478.7 399.78403Selling, general and administrative expenses 255.2 238.4 243.38404Operating income 267.6 240.3 156.48405Interest expense (99.9 ) (115.9 ) (101.6 )8406Investment income 2.1 0.6 0.68407Other income (expense)8408Debt refinancing and redemption costs — (36.8 ) (19.8 )8409Other, net 6.9 (1.9 ) (4.1 )8410Income before income taxes 176.7 86.3 31.58411Income tax expense (benefit) 33.7 (8.2 ) (335.2 )8412Net income $ 143.0 $ 94.5 $ 366.78413Net loss attributable to noncontrolling interests — — 1.08414Net income attributable to AAM $ 143.0 $ 94.5 $ 367.78415Basic earnings per share $ 1.85 $ 1.23 $ 4.888416Diluted earnings per share $ 1.85 $ 1.23 $ 4.878417See accompanying notes to consolidated financial statements8418378419AMERICAN AXLE & MANUFACTURING HOLDINGS, INC.8420Consolidated Statements of Comprehensive Income8421Year Ended December 31,84222014 2013 20128423(in millions)8424Net income $ 143.0 $ 94.5 $ 366.78425Other comprehensive income (loss), net of tax8426Defined benefit plans, net of $23.2 million, $(41.3) million and $32.3 million of tax in 2014, 2013 and 2012, respectively (42.7 ) 76.6 (58.9 )8427Foreign currency translation adjustments (30.3 ) (26.2 ) (9.4 )8428Change in derivatives (7.7 ) (2.0 ) 7.88429Other comprehensive income (loss) (80.7 ) 48.4 (60.5 )8430Comprehensive income 62.3 142.9 306.28431"84320001069157-16-000092,other_information,9B,857,"INFORMATION84338434None.8435PART III84368437ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE8438EXECUTIVE OFFICERS OF THE REGISTRANT8439The following table presents the executive officers of the Company, their ages, positions and office, and business experience during the last five years. There is no family relationship between any of the Company’s executive officers or directors. Each officer is appointed by the Board of the Company or the Bank and serves at their pleasure.8440Name Age(1) Position with Company or Bank and Prior Positions8441Dominic Ng 57 Chairman and Chief Executive Officer of the Company and the Bank since 1992.8442Julia S. Gouw 56 President and Chief Operating Officer of the Company and the Bank since 2009.8443Wendy Cai-Lee 41 Executive Vice President and Head of U.S. Eastern and Texas Regions, Head of Consumer and Business Banking since 2015; 2014 - 2015: Executive Vice President and Head of U.S. Eastern and Texas Regions;2011 - 2014: Senior Managing Director and Head of U.S. Eastern and Texas Regions;2009 - 2011: Managing Director at Deloitte & Touche LLP.8444Douglas P. Krause 59 Executive Vice President, Chief Risk Officer, General Counsel, and Secretary of the Company and the Bank since 1996.8445Irene H. Oh 38 Executive Vice President and Chief Financial Officer of the Company and the Bank since 2010.8446Albert Sun 61 Executive Vice President and Chief Credit Officer of the Bank since 2015; 2014: Managing Director of Capital Markets of the Bank; 2012 - 2014: Senior Vice Presiden"84470001047469-13-001836,legal_proceedings,3,111,"Proceedings.84488449From time to time, we are named as a defendant in legal actions. Generally, these actions arise out of our normal course of business.8450We are not a party to any pending legal proceedings other than routine litigation incidental to the business. Also, a lawsuit has been filed against us in connection with our pending acquisition of8451Metals USA. It is common for lawsuits to be filed with respect to transactions of this size. We expect that these matters will be resolved without having a material adverse effect on our results of8452operations or financial condition. We maintain liability insurance against risks arising out of our normal course of business."84530000903423-15-000480,full_body,N/A,1828,"UNITED STATES84548455SECURITIES AND EXCHANGE COMMISSION84568457WASHINGTON, D.C. 2054984588459FORM 8-K84608461CURRENT REPORT84628463Pursuant to Section 13 or 15(d) of84648465the Securities Exchange Act of 193484668467Date of Report (Date of earliest event reported):84688469August 6, 201584708471(Exact name of registrant as specified in8472its charter)84738474Delaware(State or other jurisdictionof incorporation) 001-02217(CommissionFile Number) 58-0628465(IRS EmployerIdentification No.)84758476One Coca-Cola PlazaAtlanta, Georgia 303138477(Address of principal executive offices) (Zip Code)84788479Registrant’s telephone number, including8480area code:8481(404) 676-212184828483Not Applicable84848485(Former name or former address, if changed since8486last report)84878488Check the appropriate box below if the Form 8-K filing is intended8489to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:84908491þ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)84928493o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)84948495o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))84968497o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))84988499Item 7.01 Regulation8500FD Disclosure.85018502On August 6, 2015,8503The Coca-Cola Company (the “8504Company8505” or “8506KO8507”), together with Coca-Cola Enterprises, Inc.8508(“8509CCE8510”) and85118512Coca-Cola Iberian Partners,8513S.A.’s (“8514CCIP8515”)85168517hosted a conference call for investors to announce8518the "85190001437749-15-009308,controls_and_procedures,P1_4,332,"and Procedures85208521Evaluation of Disclosure Controls and Procedures85228523Our management, with the participation of our principal executive officers and principal financial and accounting officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 under the Securities Exchange Act of 1934 as of the end of the period covered by this report on Form 10-Q. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.85248525Based on that evaluation, our principal executive officers and principal financial and accounting officer concluded that our disclosure controls and procedures were effective as of March 31, 2015.85268527Changes in Internal Control over Financial Reporting85288529There were no changes in our internal control over financial reporting during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.85308531PART I8532I. Other8533Information85348535Item 1.8536Legal Proceedings85378538We periodically are involved in various legal proceedin"85390000002488-16-000124,quantitative_disclosures,P1_3,49,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK8540Reference is made to “Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risk,” in our Annual Report on Form 10-K for the year ended December 26, 2015.8541There have not been any material changes in market risk since December 26, 2015."85420001564590-19-003281,properties,2,714,"operties85438544As of December 31, 2018, our Portfolio consisted of 35 properties representing 12,555 units in seven states. The following table provides a summary of the properties in our Portfolio as of December 31, 2018:85458546As of December 31, 20188547Properties by State Location Numberof Units DateAcquired Purchase Price(in thousands) Average EffectiveMonthly RentPer Unit (1) % Occupied (2) Number ofUnits Rehabbed (3) RehabExpendituresper Unit (4)85482017-2018 Same Store Properties8549Texas8550Arbors on Forest Ridge Bedford, Texas 210 1/31/2014 $ 12,805 $ 870 95.2 % 190 $ 3,0278551Cutter's Point Richardson, Texas 196 1/31/2014 15,845 1,109 95.4 % 165 4,1858552Eagle Crest Irving, Texas 447 1/31/2014 27,325 922 94.9 % 118 2,6238553Silverbrook Grand Prairie, Texas 642 1/31/2014 30,400 835 94.9 % 449 3,0228554Belmont at Duck Creek Garland, Texas 240 9/30/2014 18,525 1,030 92.1 % 193 3,6708555Heatherstone Dallas, Texas 152 2/26/2015 9,450 874 94.7 % 157 4,2278556The Ashlar Dallas, Texas 264 2/26/2015 16,235 859 94.3 % 296 3,7328557Versailles Dallas, Texas 388 2/26/2015 26,165 884 96.4 % 446 3,7618558Venue at 8651 Fort Worth, Texas 333 10/30/2015 19,250 875 92.8 % 277 4,2388559Old Farm Houston, Texas 734 12/29/2016 84,721 1,176 92.9 % — —8560Stone Creek at Old Farm Houston, Texas 190 12/29/2016 23,332 1,173 96.8 % — —8561Florida8562The Summit at Sabal Park Tampa, Florida 252 8/20/2014 19,050 955 94.4 % 184 4,4858563Courtney Cove Tampa, Florida 324 8/20/2014 18,950 895 95.7 % 129 4,7388564Sabal Palm at Lake Buena Vista Orlando, Florida 400 "85650001262039-19-000006,other_information,9B,1983,"Information8566None.8567Part III8568ITEM 10. Directors, Executive Officers and Corporate Governance8569Information responsive to this item is incorporated herein by reference to our definitive proxy statement with respect to our857020198571Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.8572As part of our system of corporate governance, our board of directors has adopted a code of business conduct and ethics. The code applies to all of our employees, officers (including our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions), agents and representatives, including our independent directors and consultants, who are not our employees, with regard to their Fortinet-related activities. Our code of business conduct and ethics is available on our website at www.fortinet.com under “Corporate—Investor Relations—Corporate Governance.” We will post on this section of our website any amendment to our code of business conduct and ethics, as well as any waivers of our code of business conduct and ethics, that are required to be disclosed by the rules of the SEC or the Nasdaq Stock Market.8573ITEM 11. Executive Compensation8574Information responsive to this item is incorporated herein by reference to our definitive proxy statement with respect to our857520198576Annual Meeting of Stockholders to be filed with the SEC within 120 days aft"85770001193125-15-271360,financial_statements,P1_1,26204,"Proceedings 468578Item 1A Risk Factors 498579Item 6 Exhibits 508580Signature 5185818582Table of Contents85838584Part I. Item 1. Consolidated Financial Statements85858586EXPEDIA, INC.85878588CONSOLIDATED STATEMENTS OF OPERATIONS85898590(In thousands, except for per share data)85918592(Unaudited)85938594Three months endedJune 30, Six months endedJune 30,85952015 2014 2015 20148596Revenue $ 1,662,600 $ 1,494,632 $ 3,035,997 $ 2,695,0038597Costs and expenses:8598Cost of revenue(1) 321,082 300,501 643,000 595,1208599Selling and marketing(1) 885,480 743,616 1,648,861 1,368,3158600Technology and content(1) 186,516 169,075 376,971 332,0508601General and administrative(1) 141,394 102,540 257,791 201,5858602Amortization of intangible assets 26,880 18,264 51,922 36,7568603Legal reserves, occupancy tax and other 5,510 31,416 8,039 34,9558604Restructuring and related reorganization charges 5,646 — 10,322 —8605Operating income 90,092 129,220 39,091 126,2228606Other income (expense):8607Interest income 4,693 6,883 10,238 12,6818608Interest expense (28,515 ) (22,321 ) (56,509 ) (44,125 )8609Gain on sale of business 508,810 — 508,810 —8610Other, net (17,023 ) (7,177 ) 88,078 (7,658 )8611Total other income (expense), net 467,965 (22,615 ) 550,617 (39,102 )8612Income before income taxes 558,057 106,605 589,708 87,1208613Provision for income taxes (131,221 ) (20,751 ) (130,311 ) (21,070 )8614Net income 426,836 85,854 459,397 66,0508615Net loss attributable to noncontrolling interests 22,808 3,519 34,390 9,0198616Net income attributable to Expedia, Inc. $ 449,644 $ 89,373 $ 493,787 $ 75,0698617Earnings per share a"86180001000228-26-000013,controls_and_procedures,9A,574,"Report on86198620Internal Control86218622over86238624Financial Reporting.86258626Our responsibility86278628is86298630to86318632express an8633opinion on the86348635Company’s internal86368637control over financial86388639reporting based on86408641our audit. We86428643are a public86448645accounting8646firm86478648registered86498650with86518652the86538654PCAOB and86558656are86578658required86598660to86618662be86638664independent86658666with86678668respect86698670to86718672the86738674Company in86758676accordance8677with86788679U.S.86808681federal86828683securities86848685laws86868687and86888689the86908691applicable86928693rules86948695and86968697regulations86988699of87008701the87028703Securities87048705and87068707Exchange8708Commission and the PCAOB.8709We conducted our audit of internal control over financial reporting in accordance with the standards of the PCAOB.8710Those standards require87118712that we plan87138714and perform the87158716audit to87178718obtain reasonable assurance87198720about whether effective8721internal87228723control87248725over87268727financial87288729reporting87308731was87328733maintained87348735in87368737all87388739material87408741respects.87428743Our87448745audit87468747included87488749obtaining87508751an8752understanding87538754of87558756internal87578758control87598760over87618762financial87638764reporting,87658766assessing87678768the87698770risk87718772that87738774a87758776material87778778weakness87798780exists,87818782and8783testing87848785and87868787evaluating87888789the87908791design87928793and87948795operating87968797effectiveness87988799of88008801internal88028803control88048805based88068807on88088809the88108811assessed88128813risk.88148815Our8816audit also included performing88178818such other procedures as we88198820considered necessary in the88218822circumstances. We88238824believe8825that our audit provides a reasonable basis for our opinion.8826As indicated in88278828the accompanying Item882988309A, Controls and88318832Procedures, management’s88338834assessment of and88358836conclusion8837on88388839the88408841effectiveness88428843of88448845internal88468847control88488849over88508851financial88528853reporting88548855did88568857not88588859include88608861the8862"88630000805676-21-000101,full_body,N/A,878,"prk-202107268864false886500008056768866000080567688672021-07-2688682021-07-268869UNITED STATES8870SECURITIES AND EXCHANGE COMMISSION8871Washington, D.C. 2054988728873FORM88748-K88758876CURRENT REPORT88778878Pursuant to Section 13 or 15(d) of the8879Securities Exchange Act of 19348880Date of Report (Date of earliest event reported) July 26, 20218881PARK NATIONAL CORPORATION8882(Exact name of registrant as specified in its charter)8883Ohio 1-13006 31-11795188884(State or other jurisdiction (Commission (IRS Employer8885of incorporation) File Number) Identification No.)888650 North Third Street, P.O. Box 3500, Newark, Ohio 43058-35008887(Address of principal executive offices) (Zip Code)8888(740) 349-84518889(Registrant’s telephone number, including area code)8890Not Applicable8891(Former name or former address, if changed since last report.)88928893Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:8894☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)8895☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)8896☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))8897☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))8898Securities registered pursuant to Section 12(b) of the Act:8899Title of each class Trading Symbol(s) Name of each exchange on which registered8900Common shares, without par value "89010001018840-20-000055,full_body,N/A,3577,"Document89028903false89040001018840890589060001018840890789082020-06-17890989102020-06-1789118912UNITED STATES8913SECURITIES AND EXCHANGE COMMISSION8914Washington, D.C. 205498915FORM89168-K89178918CURRENT REPORT8919Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 19348920Date of Report (Date of earliest event reported):8921June 17, 202089228923ABERCROMBIE & FITCH CO.8924(Exact name of registrant as specified in its charter)8925Delaware 1-12107 31-14690768926(State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.)89276301 Fitch Path New Albany Ohio 430548928(Address of principal executive offices) (Zip Code)8929Registrant’s telephone number, including area code: (614) 283-65008930Not Applicable8931(Former name or former address, if changed since last report)8932Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:8933☐89348935Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)8936☐89378938Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)8939☐89408941Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))8942☐89438944Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))8945Securities registered pursuant to Section 12(b) of the Act:8946Title of each class Trading symbol(s) Name of each exchange on which registered8947Class A Common Stock, $0.01 Par Va"89480001580808-24-000105,md_and_a,P1_2,6196,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS8949The following discussion and analysis of our financial condition and results of operations (“MD&A”) should be read in conjunction with our condensed consolidated financial statements and related notes included elsewhere in this document. In addition to historical information, the MD&A contains forward-looking statements that reflect our plans, estimates, and beliefs that involve significant risks and uncertainties. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to those differences include those discussed below and elsewhere in this Quarterly Report on Form 10-Q, particularly in “Note Regarding Forward-Looking Statements” and other risk factors contained in Part I, Item 1A “Risk Factors” in our 2023 Annual Report.8950Overview8951We are a leading provider of secure application solutions and services that enable a new generation of intelligently connected companies with the ability to continuously improve cyber protection and digital responsiveness across dynamic Information Technology (“IT”) and network infrastructures. Our product portfolio seeks to address many of the cyber protection challenges and solution requirements. The portfolio consists of six secure application solutions; Thunder Application Delivery Controller (“ADC”), Lightning Application Delivery Controller (“Lightning ADC”), Thunder Carrier Grade Networkin"89520001193125-18-303041,risk_factors,1A,10203,"Factors89538954Our operating results may fluctuate due to a number of factors, many of which are beyond our control.89558956Our annual and quarterly operating results are affected by a number of factors, including:89578958• adverse changes in current macro-economic conditions, both in the U.S. and internationally;89598960• how well we execute on our strategy and operating plans, and the impact of changes in our business model;89618962• the volume and timing of orders placed by our customers;89638964• the level of capacity utilization of our manufacturing facilities and associated fixed costs;89658966• the composition of the costs of revenue among materials, labor and manufacturing overhead;89678968• price competition;89698970• changes in demand for our products or services, as well as the volatility of these changes;89718972• changes in demand in our customers’ end markets, as well as the volatility of these changes;89738974• our exposure to financially-troubled customers;89758976• any potential future termination, or substantial winding down, of significant customer relationships;89778978• our level of experience in manufacturing particular products;89798980• the degree of automation used in our assembly process;89818982• the efficiencies achieved in managing inventories and property, plant and equipment;89838984• significant costs incurred in acquisitions and other transactions;89858986• fluctuations in the cost and availability of materials;89878988• adverse changes in political conditions, both in the U.S. and internationally, including among other things,8989adverse changes in ta"89900001445305-14-002046,financial_statements,P1_1,12053,"STATEMENTS8991DREW INDUSTRIES INCORPORATED8992CONDENSED CONSOLIDATED STATEMENTS OF INCOME8993(Unaudited)89948995Three Months EndedMarch 31,89962014 20138997(In thousands, except per share amounts)8998Net sales $ 285,377 $ 252,5868999Cost of sales 222,177 204,9959000Gross profit 63,200 47,5919001Selling, general and administrative expenses 37,154 32,8609002Executive succession — 1,1439003Operating profit 26,046 13,5889004Interest expense, net 120 1189005Income before income taxes 25,926 13,4709006Provision for income taxes 9,762 5,0989007Net income $ 16,164 $ 8,3729008Net income per common share:9009Basic $ 0.68 $ 0.369010Diluted $ 0.67 $ 0.369011Weighted average common shares outstanding:9012Basic 23,774 23,0179013Diluted 24,188 23,4559014The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.901539016DREW INDUSTRIES INCORPORATED9017CONDENSED CONSOLIDATED BALANCE SHEETS9018(Unaudited)9019March 31, December 31,90202014 2013 20139021(In thousands, except per share amount)9022ASSETS9023Current assets9024Cash and cash equivalents $ 6,132 $ 4,035 $ 66,2809025Accounts receivable, net 75,763 54,249 31,0159026Inventories, net 99,017 110,207 101,2119027Deferred taxes 12,557 10,073 12,5579028Prepaid expenses and other current assets 9,411 9,882 14,4679029Total current assets 202,880 188,446 225,5309030Fixed assets, net 129,060 112,783 125,9829031Goodwill 48,445 21,177 21,5459032Other intangible assets, net 75,456 66,759 59,3929033Deferred taxes 12,236 14,993 12,2369034Other assets 9,249 7,412 8,4999035Total assets $ 477,326 $ 411,570 $ 453,1849036LIABILITIES AND STOCKHOLDERS’ EQU"90370000737758-22-000029,md_and_a,P1_2,8189,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS9038This Management’s Discussion and Analysis of Financial Condition and Results of Operations (""MD&A"") is intended to provide a reader of our Condensed Consolidated Financial Statements with a narrative from the perspective of management on our financial condition, results of operations, liquidity, and certain other factors that may affect our future results. Unless the context indicates otherwise, the terms ""company,"" ""TTC,"" ""we,"" ""our,"" or ""us"" refer to The Toro Company and its consolidated subsidiaries. This MD&A should be read in conjunction with the MD&A included in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended October 31, 2021. Unless expressly stated otherwise, the comparisons presented in this MD&A refer to the same period in the prior fiscal year. Our MD&A is presented as follows:9039•9040Company Overview9041•9042Results of Operations9043•9044Business Segments9045•9046Financial Position9047•9048Non-GAAP Financial Measures9049•9050Critical Accounting Policies and Estimates9051This discussion contains various ""forward-looking statements"" within the meaning of the Private Securities Litigation Reform Act of 1995 and we refer readers to the section titled ""Cautionary Note Regarding Forward-Looking Statements"" located at the beginning of this Quarterly Report on Form 10-Q for more information.9052Non-GAAP Financial Measures9053Throughout this MD&A, we have provided financial measures that are not calculated or present"90540001019687-10-002384,business,1,7421,"Overview90559056We are a9057provider of an innovative cold chain frozen shipping system dedicated to9058providing superior, affordable cryogenic shipping solutions that ensure the9059safety, status and temperature, of high value, temperature sensitive9060materials. We have developed cost effective reusable cryogenic9061transport containers (referred to as ""shippers"") capable of transporting9062biological, environmental and other temperature sensitive materials at9063temperatures below 0° Celsius. These dry vapor shippers and shipping9064system are one of the first significant alternatives to dry ice shipping and9065achieve 10-plus day holding times compared to one to two day holding9066times with dry ice.90679068Our value9069proposition comes from both providing safe transportation with an9070environmentally friendly, long lasting shipper, and through our value added9071services that offer a simple hassle-free solution for our9072customers. These value-added services include an internet-based web9073portal that enables the customer to initiate scheduling, shipping and tracking9074of the progress and status of a shipment, and provides in-transit temperature9075and custody transfer monitoring services of the shipper. The CryoPort9076service also provides a fully ready charged shipper containing all freight9077bills, customs documents and regulatory paperwork for the entire journey of the9078shipper to our customers at their pickup and delivery9079locations.90809081Our9082principal focus has been the further development and commercial launch of9083CryoPort Express"90840000930420-21-000212,controls_and_procedures,P1_4,400,"AND PROCEDURES.9085Evaluation of Disclosure Controls and Procedures9086As of June 30, 2021, we carried out an evaluation required by Rules 13a-15 and 15d-15 under the Exchange Act (the “Evaluation”) under the supervision and with the participation of our CEO and CFO, of the effectiveness of our disclosure controls and procedures as defined in Rules 13a-15 and 15d-15 under the Exchange Act (“Disclosure Controls”). Based on the Evaluation, our CEO and CFO concluded that the design and operation of our Disclosure Controls were effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is: (1) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms; and (2) accumulated and communicated to management, including the principal executive officer and the principal financial officer, as appropriate to allow timely decisions regarding disclosure.9087Changes in Internal Control over Financial Reporting9088Management has evaluated, with the participation of our CEO and CFO, whether any changes in our internal control over financial reporting that occurred during our last fiscal quarter have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Based on the evaluation we conducted, management has concluded that no such changes have occurred.9089Inherent Limitations of Internal Control Over Financial Reporting9090Because of the "90910001334036-21-000072,md_and_a,P1_2,5998,"Discussion and Analysis of Financial Condition and Results of Operations90929093Business Overview9094Crocs, Inc. and our consolidated subsidiaries (collectively the “Company,” “Crocs,” “we,” “us,” or “our”) are engaged in the design, development, worldwide marketing, distribution, and sale of casual lifestyle footwear and accessories for men, women, and children. We strive to be the world leader in innovative casual footwear for women, men, and children, combining comfort and style with a value that consumers want. The vast majority of shoes within our collection contain Croslite™ material, a proprietary, molded footwear technology, delivering extraordinary comfort with each step.9095Known or Anticipated Trends9096Based on our recent operating results and current perspectives on our operating environment, we anticipate certain trends will continue to impact our operating results:9097•9098Our revenue grew in the three months ended March 31, 2021, despite challenging global logistics that impacted many industries around the world, including the blockage of the Suez Canal, which we expect to have a more significant impact on operations in the second quarter of 2021, and significant bottlenecks in West Coast ports, which had an impact on first quarter 2021 operations and is expected to continue to impact future quarters this year. We continue to be proactive in our supervision of this global logistics congestion.9099•9100Our new EMEA distribution center in Dordrecht, the Netherlands, opened in the three mo"91010001101215-13-000110,full_body,N/A,382,"form.htm91029103SECURITIES AND EXCHANGE COMMISSION91049105WASHINGTON, D.C. 2054991069107FORM 8-K91089109CURRENT REPORT91109111PURSUANT TO SECTION 13 OR 15(d) OF THE91129113SECURITIES EXCHANGE ACT OF 193491149115Date of report (Date of earliest event reported):91169117May 15, 201391189119ALLIANCE DATA SYSTEMS CORPORATION91209121(Exact Name of Registrant as Specified in Charter)91229123DELAWARE 001-15749 31-14292159124(State or Other Jurisdiction (Commission (IRS Employer9125of Incorporation) File Number) Identification No.)912691277500 DALLAS PARKWAY, SUITE 70091289129PLANO, TEXAS 7502491309131(Address and Zip Code of Principal Executive Offices)91329133(214) 494-300091349135(Registrant’s Telephone Number, including Area Code)91369137NOT APPLICABLE91389139(Former name or former address, if changed since last report)91409141Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:91429143[ ] Written communications pursuant to Rule 425 under the Securities Act9144[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act9145[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act9146[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act91479148Item 7.01 Regulation FD Disclosure.91499150On May 15, 2013, Alliance Data Systems Corporation issued a press release providing an update on its Private Label segment. A copy of this press release is attached hereto as Exhibit 99.1.91519152Item 9.01 Financial Statements and Exhibits.91539154(d) Exhibits91559156Exhibit No. Docume"91570001437749-16-026549,risk_factors,1A,2613,"FACTORS91589159You should carefully consider the following factors, in addition to the other91609161information included in this Annual Report on Form 10-K and the other documents incorporated herein by reference, before deciding whether to purchase or sell our common stock. Any or all of the following risk factors could have a material adverse effect91629163on our business, financial condition, results of operations and prospects.91649165S9166ales of our principal products have been and may continue to be affected by adverse economic cycles in the renovation and construction of commercial and institutional buildings.91679168Sales of our principal products are related to the renovation and construction of commercial and institutional buildings. This activity is cyclical and has been affected by the strength of a country’s or region’s general economy, prevailing interest rates and other factors that lead to cost control measures by businesses and other users of commercial or institutional space. The effects of cyclicality upon the corporate office segment tend to be more pronounced than the effects upon the institutional segment. Historically, we have generated more sales in the corporate office segment than in any other market. The effects of cyclicality upon the new construction segment of the market also tend to be more pronounced than the effects upon the renovation segment. These effects may recur and could be more pronounced if global economic conditions do not improve or are further weakened.916991701291719172Tabl"91730001628280-25-052484,full_body,N/A,489,"crl-20251114917400011006829175false9176000110068291772025-11-1491782025-11-149179UNITED STATES9180SECURITIES AND EXCHANGE COMMISSION9181Washington, D.C. 205499182FORM91838-K91849185CURRENT REPORT9186Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 19349187November 14, 202591889189Date of Report (Date of earliest event reported)9190CHARLES RIVER LABORATORIES INTERNATIONAL, INC.91919192(Exact Name of Registrant as Specified in Charter)9193Delaware 001-15943 06-13973169194(State or OtherJurisdiction of Incorporation) (Commission File Number) (IRS EmployerIdentification No.)9195251 Ballardvale Street91969197Wilmington9198,9199Massachusetts920092010188792029203(Address of Principal Executive Offices) (Zip Code)92047819205-9206222-600092079208(Registrant’s Telephone Number, including Area Code)9209Securities registered pursuant to Section 12(b) of the Act:9210Title of each class Trading Symbol(s) Name of each exchange on which registered9211Common stock, $0.01 par value CRL New York Stock Exchange9212Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:9213☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)9214☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)9215☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))9216☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))9217Indicate by check mark whether "92180001694426-24-000060,risk_factors,P2_1A,569,"FACTORS9219There were no material changes during the three months ended March 31, 2024 to the risk factors identified in the Company’s fiscal 2023 Annual Report on Form 10-K.9220ITEM 5. OTHER INFORMATION9221Rule 10b5-1 Trading Plans9222During the quarter ended March 31, 2024, none of our directors or officers (as defined in Rule 16a-1 under the Exchange Act)9223adopted9224, modified or9225terminated9226a ""Rule 10b5-1 trading arrangement"" or ""non-Rule 105b-1 trading arrangement"" (as those terms are defined in Item 408 of Regulation S-K).9227Intercompany Note9228On May 2, 2024, the Boards of Directors of the Company and Delek Logistics GP, LLC, the general partner of Delek Logistics, authorized the termination of the intercompany loan agreement between the Company and Delek Logistics, with the termination expected to be effective on or around May 31, 2024.9229ITEM 6. EXHIBITS9230Exhibit No. Description92314.1 Indenture, dated as of March 13, 2024, among the Delek Logistics, LP, Delek Logistics Finance Corp., the Guarantors named therein and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Delek Logistics' Form 8-K filed on March 13, 2024, SEC File No. 001-35721).92324.2 Form of 8.625% Senior Note due 2029 (included as Exhibit A in Exhibit 4.1)(incorporated by reference to Exhibit 4.2to theDelek Logistics'Form 8-K filed on March 13, 2024, SEC File No. 001-35721).923331.1 # Certification of the Company’s Chief Executive Officer pursuant to Rule 13a-14(a)/15(d)-14(a) "92340001495240-19-000009,full_body,N/A,496,"Document92359236UNITED STATES9237SECURITIES AND EXCHANGE COMMISSION9238Washington, D.C. 205499239____________________9240Form 8-K9241____________________9242CURRENT REPORT9243Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 19349244Date of Report (Date of earliest event Reported):9245May 7, 201992469247Gladstone Land Corporation9248(Exact Name of Registrant as Specified in Charter)9249Maryland 001-35795 54-18925529250(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)92511521 Westbranch Drive, Suite 100, McLean, Virginia 221029252(Address of Principal Executive Offices) (Zip Code)9253(703) 287-58009254(Registrant's telephone number, including area code)9255(Former name or former address, if changed since last report)9256Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:9257[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)9258[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)9259[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))9260[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))9261Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exch"92620001193125-26-076495,md_and_a,7,8909,"DISCUSSION AND ANALYSIS O9263F FINANCIAL CONDITION AND RESULTS OF OPERATIONS92649265This discussion and analysis should be read in conjunction with our financial statements and accompanying notes included elsewhere in this report. Operating results are not necessarily indicative of results that may occur in future periods.9266Overview9267We are a biopharmaceutical company focused on discovering, developing and commercializing novel muscle activators and muscle inhibitors as potential treatments for debilitating diseases in which muscle performance is compromised and/or declining. We have discovered and are developing muscle-directed investigational medicines that may potentially improve the healthspan of people with devastating cardiovascular and neuromuscular diseases of impaired muscle function. Our research and development activities relating to the biology of muscle function have evolved from our knowledge and expertise regarding the cytoskeleton, a complex biological infrastructure that plays a fundamental role within every human cell. As a leader in muscle biology and the mechanics of muscle performance, we are discovering and developing small molecule drug candidates specifically engineered to impact muscle function and contractility with objective to build a sustainable specialty biopharmaceutical business.92689269Our first commercial product is MYQORZO™ (aficamten), 5 mg, 10 mg, 15 mg, and 20 mg tablets which the FDA approved in December 2025. MYQORZO has since been approved in both the "92700001157523-12-001539,full_body,N/A,384,"UNITED STATES9271SECURITIES9272AND EXCHANGE COMMISSION9273Washington,9274D.C. 2054992759276Form 8-K9277CURRENT9278REPORT92799280Pursuant to Section 13 or 15(d) of the9281Securities Exchange Act of 193492829283Date of Report (Date of earliest event9284reported) March 21, 201292859286AMERICAN STATES WATER COMPANY9287(Exact9288name of registrant as specified in its charter)92899290California 001-14431 95-46766799291(State or other jurisdiction ofincorporation or organization) (Commission File Number) (I.R.S. EmployerIdentification No.)9292630 East Foothill Blvd.San Dimas, California 917739293(Address of principalexecutive offices) (Zip Code)92949295Check the appropriate box below if the9296Form 8-K filing is intended to simultaneously satisfy the filing9297obligation of the registrant under any of the following provisions (9298see92999300General Instruction A.2 below):93019302⃞ Written communications pursuant to Rule 425 under the Securities9303Act (17 CFR 230.425)9304⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange9305Act (17 CFR 14a-12)9306⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under9307the Exchange Act (17 CFR 240.14d-2(b))9308⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under9309the Exchange Act (17 CFR 240.13e-4(c))93109311Section 5 - Corporate Governance and9312Management93139314Item 5.02. Departure of Directors or Certain Officers; Election of9315Directors; Appointment of Certain Officers; Compensatory9316Arrangements of Certain Officers.93179318On March 21, 2012, the Board of Directors9319of American States Water Company increased the number of directors of9320the Co"93210001558370-19-004422,md_and_a,P1_2,4252,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS93229323Unless otherwise indicated, “Monarch,” “Company,” “we,” “our” and “us” refer to Monarch Casino & Resort, Inc. and its subsidiaries.93249325STATEMENT ON FORWARD-LOOKING INFORMATION93269327This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) regarding our expectations and beliefs concerning the timing for completion, cost, financing, transformative potential, scope and impact of, and continued investment in, our Monarch Black Hawk Expansion; additional revenue opportunities as a result of project and budget modifications for our Monarch Black Hawk Expansion; timing of completion of various phases and project updates by our general contractor; our full year of expanded operations in 2020; business prospects; business strategies and outlook; additional revenue opportunities as a result of project and budget modifications for our Monarch Black Hawk Expansion; positioning of our properties to benefit from future macro and local economic growth; capital requirements; anticipated sources of funds and adequacy of such funds to meet our debt obligations and capital requirements; financial condition, legal matters and other matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. We note that many factors could cause our actual results and expe"93280001558370-23-013194,controls_and_procedures,P1_4,211,"AND PROCEDURES9329​9330Disclosure Controls and Procedures9331​9332Our management, including our Chief Executive Officer and Chief Financial Officer, performed an evaluation of our disclosure controls and procedures, which have been designed to ensure that information we are required to disclose in the reports we file or submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported, within the time periods specified in the rules and forms of the SEC. Our management, including our Chief Executive Officer and Chief Financial Officer, concluded that, as of June 30, 2023, those controls and procedures were effective to ensure that information we are required to disclose in the reports we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.9333​93343893359336Table of Contents9337Changes in Internal Control9338​9339During the six months ended June 30, 2023, there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) under the Exchange Act).9340​9341PART II. OTHER INFORMATION"93420000103730-22-000003,full_body,N/A,711,"false934300001037309344000010373093452022-02-0793462022-02-0793479348UNITED STATES93499350SECURITIES AND EXCHANGE COMMISSION93519352Washington, D.C. 2054993539354FORM93558-K93569357CURRENT REPORT93589359Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 193493609361Date of Report (date of earliest event reported)February 7, 202293629363Vishay Intertechnology, Inc.9364(Exact name of registrant as specified in its charter)93659366Delaware 1-7416 38-16864539367(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)9368936963 Lancaster AvenueMalvern,PA 19355-21439370(Address of Principal Executive Offices) Zip Code9371Registrant's telephone number, including area code610-644-130093729373(Former name or former address, if changed since last report.)93749375Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:93769377☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)9378☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)9379☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))9380☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))93819382Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1"93830001104659-14-058802,unregistered_sales,P2_2,249,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS93849385None.93869387ITEM 3.93889389DEFAULTS UPON SENIOR SECURITIES93909391None.93929393ITEM 4.93949395MINE SAFETY DISCLOSURE93969397Not applicable.93989399ITEM 5.94009401OTHER INFORMATION94029403None.940494053694069407Table of Contents94089409ITEM 6.94109411EXHIBITS94129413ExhibitNo. Description941431.1 Certification by Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(1)941531.2 Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(1)941632.1 Certification by Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(2)9417101 The following materials from the Bruker Corporation Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2014 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Consolidated Statements of Income and Comprehensive Income, (ii) the Condensed Consolidated Balance Sheets, (iii) the Condensed Consolidated Statements of Cash Flows and (iv) Notes to the Condensed Consolidated Financial Statements(2)94189419(1)94209421Filed herewith.94229423(2)94249425Furnished herewith.942694273794289429Table of Contents94309431SIGNATURES94329433Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.94349435BRUKER CORPORATION9436Date: August 8, 2014 By: /s/ FRANK H. LAUKIEN, PH.D.9437Frank H. Laukien, Ph.D.9438President, Chief Executive Officer and "94390001193125-18-152587,md_and_a,P1_2,5554,"Discussion and An9440alysis of Financial Condition and9441Results of Operations94429443This Quarterly Report on Form944410-Q9445contains forward-looking9446statements (within the meaning of the federal securities law) that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this report regarding our strategy, future operations, future9447financial position, future net sales, projected costs, projected expenses, prospects and plans and objectives of management are forward-looking statements. The words “anticipates,” “believes,” “estimates,”9448“expects,” “intends,” “may,” “plans,” “projects,” “will,” “would,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking9449statements contain these identifying words. We have based these forward-looking statements on our current expectations and projections about future events. Although we believe that the expectations underlying any of our forward-looking statements9450are reasonable, these expectations may prove to be incorrect, and all of these statements are subject to risks and uncertainties. Should one or more of these risks and uncertainties materialize, or should underlying assumptions, projections, or9451expectations prove incorrect, our actual results, performance, or financial condition may vary materially and adversely from those anticipated, estimated, or expected. These risks and uncertainties include, but are not limited to: the risk of9452si"94530000037785-22-000025,changes_in_accounting,9,2861,"REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS9454Not Applicable.94551069456Table of Contents9457PART III9458ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE9459Information concerning directors, appearing under the caption ""III. Board of Directors"" in our Proxy Statement to be filed with the SEC in connection with the Annual Meeting of Stockholders scheduled to be held on April 28, 2022 (the ""Proxy Statement""), information concerning executive officers, appearing under the caption ""Item 4A. Information about our Executive Officers"" in Part I of this Annual Report on Form 10-K, information concerning the Audit Committee, appearing under the caption ""IV. Information About the Board of Directors and Corporate Governance - Committees and Independence of Directors - Audit Committee"" in the Proxy Statement, and information concerning the Code of Ethics, appearing under the caption ""IV. Information About the Board of Directors and Corporate Governance - Corporate Governance - Code of Ethics and Business Conduct Policy"" in the Proxy Statement, is incorporated herein by reference in response to this Item 10.9460ITEM 11. EXECUTIVE COMPENSATION9461The information contained in the Proxy Statement in the section titled ""VI. Executive Compensation"" with respect to executive compensation, in the section titled ""IV. Information About the Board of Directors and Corporate Governance—Director Compensation"" and ""—Corporate Governance—Compensation and Organization Committee Interlocks and Inside"94620001104659-21-100433,full_body,N/A,538,"000115832494639464false94659466DC946794680001158324946994702021-08-05947194722021-08-0594739474iso4217:USD94759476xbrli:shares94779478iso4217:USD94799480xbrli:shares94819482UNITED STATES94839484SECURITIES AND EXCHANGE COMMISSION94859486WASHINGTON, D.C. 2054994879488FORM94898-K94909491CURRENT REPORT94929493Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193494949495Date of Report (Date of Earliest Event Reported):94969497August 5, 202194989499Cogent Communications Holdings, Inc.95009501(Exact name of registrant as specified in9502its charter)95039504Delaware 000-51829 46-57068639505(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. EmployerIdentification No.)950695072450 N St NW,Washington,D.C. 200379508(Address of principal executive offices) (Zip Code)95099510Registrant’s telephone number, including9511area code:95122029513-9514295-420095159516Not Applicable95179518(Former name or former address, if changed9519since last report)95209521Check the appropriate box below if the Form 8-K filing9522is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:95239524¨95259526Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)95279528¨95299530Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)95319532¨95339534Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))95359536¨95379538Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))95399540Securities registered pursuant to Section 12(b) of9541the Act:95429543Title of Each Class Trading Symbol Name of Each Ex"95440001628280-23-005529,full_body,N/A,528,"ospn-202302289545false954600010447779547000104477795482023-02-2895492023-02-289550UNITED STATES9551SECURITIES AND EXCHANGE COMMISSION9552WASHINGTON, D.C. 205499553________________________________________________9554FORM95558-K9556________________________________________________9557CURRENT REPORT9558PURSUANT TO SECTION 13 OR 15(d) OF9559THE SECURITIES EXCHANGE ACT OF 19349560Date of Report (Date of earliest event reported):9561February 28, 20239562________________________________________________9563OneSpan Inc.9564(Exact name of registrant as specified in charter)9565________________________________________________9566Delaware 000-24389 36-41693209567(State or other jurisdiction ofincorporation) (CommissionFile Number) (IRS EmployerIdentification No.)9568121 West Wacker Drive9569,9570Suite 20509571Chicago9572,9573Illinois95749575606019576(Address of principal executive offices) (Zip Code)9577Registrant’s telephone number, including area code: (95783129579)9580766-40019581N/A9582(Former name or former address, if changed since last report)9583________________________________________________9584Securities registered pursuant to Section 12(b) of the Act:9585Title of each class Trading Symbol(s) Name of each exchange on which registered9586Common Shares OSPN NASDAQ9587Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):9588☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)9589☐ Soliciting material pursuant to Rule 14a-12 un"95900001193125-18-034053,full_body,N/A,595,"Form 8-K95919592UNITED STATES95939594SECURITIES AND EXCHANGE COMMISSION95959596Washington, D.C. 2054995979598FORM95998-K96009601CURRENT9602REPORT96039604Pursuant to Section 13 or 15(d) of96059606the Securities Exchange Act of 193496079608Date of Report (Date of Earliest Event Reported): February 1, 201896099610Workday, Inc.96119612(Exact9613Name of the Registrant as Specified in Its Charter)96149615Delaware96169617(State or Other Jurisdiction of Incorporation)96189619001-35680 20-24804229620(Commission File Number) (IRS Employer Identification No.)96216230 Stoneridge Mall Road, Pleasanton, California 945889622(Address of Principal Executive Offices) (Zip Code)96239624(925)9625951-900096269627(Registrant’s Telephone Number, Including Area Code)96289629(Former Name or Former Address, If Changed Since Last Report)96309631Check the appropriate box below if the Form96328-K9633filing is intended to simultaneously satisfy the filing obligation of9634the registrant under any of the following provisions (9635see9636General Instruction A.2. below):96379638☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)96399640☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)96419642☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))96439644☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))96459646Indicate by check mark whether the registrant is an emerging growth company as9647defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule964812b-29649of the Securities Exchange Act o"96500000014272-14-000045,full_body,N/A,610,"8-K96519652UNITED STATES9653SECURITIES AND EXCHANGE COMMISSION9654Washington, D.C. 2054996559656FORM 8-K96579658CURRENT REPORT9659Pursuant to Section 13 OR 15(d) of The Securities Exchange Act Of 19349660Date of Report (Date of earliest event reported): February 1, 201496619662BRISTOL-MYERS SQUIBB COMPANY9663(Exact Name of Registrant as Specified in its Charter)96649665Delaware 1-1136 22-07903509666(State or OtherJurisdiction ofIncorporation) (Commission FileNumber) (IRS EmployerIdentificationNumber)9667345 Park Avenue9668New York, NY, 101549669(Address of Principal Executive Office)9670Registrant’s telephone number, including area code: (212) 546-40009671Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (9672see9673General Instruction A.2. below):96749675¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)9676¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)96779678¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))96799680¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))9681Item 2.01. Completion of Acquisition or Disposition of Assets.9682On February 1, 2014, Bristol-Myers Squibb (BMS) sold to AstraZeneca PLC (AstraZeneca) the diabetes business of BMS which comprised our global alliance with them, including all rights and ownership to9683Onglyza9684(saxagliptin),9685Forxiga9686(dapa"96870001869198-22-000057,md_and_a,P1_2,9659,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS9688Forward-Looking Statements9689Certain statements in this discussion and analysis are “forward-looking statements” within the meaning of federal securities regulations. Forward-looking statements in this discussion and analysis include, but are not limited to, our plans, possible or assumed future actions, strategies and prospects, both business and financial, including our financial outlook, events and results of operations. Generally, forward-looking statements are not based on historical facts but instead represent only our current beliefs and assumptions regarding future events. All forward-looking statements are, by nature, subject to risks, uncertainties and other factors. This discussion and analysis does not purport to identify factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements. You should understand that forward-looking statements are not guarantees of performance or results and are preliminary in nature. Statements preceded by, followed by or that otherwise include the words “believe,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “may increase,” “may result,” “will result,” “may fluctuate,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may,” and “could” are generally forward-looking in nature and not historical facts. In addition, any statements or informati"96900001558370-21-001915,risk_factors,1A,31535,"Factors9691Our business is subject to numerous risks. The following important factors, among others, could cause our actual results to differ materially from those expressed in forward-looking statements made by us or on our behalf in this Annual Report on Form 10-K and other filings with the Securities and Exchange Commission (the “SEC”), press releases, communications with investors, and oral statements. Actual future results may differ materially from those anticipated in our forward-looking statements. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events, or otherwise.9692​9693Risks Related to Our Financial Position and Need for Additional Capital9694We have incurred significant losses since inception. We expect to incur losses for the foreseeable future and may never achieve or maintain profitability.9695Since inception, we have incurred significant operating losses. Our net losses were $116.0 million, $133.7 million, and $110.0 million for the years ended December 31, 2020, 2019 and 2018, respectively. As of December 31, 2020, we had an accumulated deficit of $665.2 million. We have financed our operations primarily through public offerings of our common stock, private placements of our preferred stock, our collaboration with9696Juno Therapeutics, Inc., a wholly-owned subsidiary of Bristol-Myers Squibb Company (“Juno Therapeutics”),9697and payments under our strategic alliance with Allergan Pharmaceuticals International L"96980001193125-22-076942,quantitative_disclosures,P1_3,21,"and Qualitative Disclosures About Market Risk.96999700There have been no material changes in information reported since the filing the Form 10."97010000821189-19-000022,full_body,N/A,2252,"Document97029703UNITED STATES9704SECURITIES AND EXCHANGE COMMISSION9705Washington, D.C. 205499706FORM 8-K9707CURRENT REPORT9708Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 19349709Date of Report (Date of earliest event reported): July 11, 20199710_______________9711EOG RESOURCES, INC.9712(Exact name of registrant as specified in its charter)9713Delaware(State or other jurisdictionof incorporation) 1-9743(Commission FileNumber) 47-0684736(I.R.S. EmployerIdentification No.)97141111 Bagby, Sky Lobby 29715Houston, Texas 770029716(Address of principal executive offices) (Zip Code)9717713-651-70009718(Registrant's telephone number, including area code)9719Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:9720[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)9721[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)9722[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))9723[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))9724Securities registered pursuant to Section 12(b) of the Act:9725Title of each classCommon Stock, par value $0.01 per share Trading symbol(s)EOG Name of each exchange on which registeredNew York Stock Exchange9726Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of t"97270001193125-20-059835,selected_financial_data,6,462,"FINANCIAL DATA97289729You should read the following selected financial data together with our consolidated financial statements and the related notes appearing at9730the end of this Annual Report on Form973110-K9732and the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section. We have derived the statement of operations9733data for the years ended December 31, 2019, 2018 and 2017 and the balance sheet data as of December 31, 2019 and 2018 from our audited consolidated financial statements appearing at the end of this Annual Report on Form973410-K.9735The selected statements of operations data for the year ended December 31, 2016 and the balance sheet data as of December 31, 2017 and 2016 is derived from our audited consolidated financial9736statements not included in this Annual Report on Form973710-K.9738Our historical results are not necessarily indicative of the results that may be expected in any future period.97399740Year Ended December 31,97412019 2018 2017 20169742(in thousands, except share and per share data)9743Statement of Operations Data:9744Revenue $ — $ — $ — $ —9745Operating expenses:9746Research and development(1) 59,208 41,340 27,899 5,7829747General and administrative(1) 23,761 18,623 7,828 3,4869748Total operating expenses 82,969 59,963 35,727 9,2689749Loss from operations (82,969 ) (59,963 ) (35,727 ) (9,268 )9750Other income (expense):9751Interest expense — — — (163 )9752Interest and other income, net 6,200 2,448 236 —9753Total other income (expense), net 6,200 2,448 236 (163 )9754Net loss $ ("97550001104659-10-055000,md_and_a,P1_2,22,"this Quarterly Report on Form 10-Q under the caption “Liquidity9756and Capital Resources - Market Risk” and is incorporated herein by reference."97570000950170-24-130564,full_body,N/A,1036,"8-K9758975900016530879760false9761000165308797622024-11-2597632024-11-2597649765UNITED STATES9766SECURITIES AND EXCHANGE COMMISSION9767WASHINGTON, D.C. 2054997689769FORM97708-K97719772CURRENT REPORT97739774Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193497759776Date of Report (Date of earliest event reported):November 25, 202497779778Alector, Inc.97799780(Exact name of Registrant as Specified in Its Charter)97819782Delaware 001-38792 82-29333439783(State or Other Jurisdictionof Incorporation) (Commission File Number) (IRS EmployerIdentification No.)9784131 Oyster Point Blvd.Suite 6009785South San Francisco,California 940809786(Address of Principal Executive Offices) (Zip Code)97879788Registrant’s Telephone Number, Including Area Code:(415)231-566097899790(Former Name or Former Address, if Changed Since Last Report)97919792Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:97939794☐9795Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)97969797☐9798Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)97999800☐9801Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))98029803☐9804Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))98059806Securities registered pursuant to Section 12(b) of the Act:98079808Title of each class TradingSymbol(s) Name of each exchange on which registered9809Common Stock ALEC The Nasdaq Stock Market LLC"98100001104659-11-052076,full_body,N/A,286,"UNITED STATES98119812SECURITIES AND EXCHANGE COMMISSION98139814WASHINGTON, DC 2054998159816FORM 8-K98179818CURRENT REPORT98199820Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193498219822Date of Report (Date of earliest event reported):9823September 15, 201198249825TYCO INTERNATIONAL LTD.98269827(Exact Name of Registrant as Specified in its Charter)98289829Switzerland 98-03905009830(Jurisdiction of Incorporation) (IRS Employer Identification Number)98319832001-1383698339834(Commission File Number)98359836Freier Platz 1098379838CH-8200 Schaffhausen, Switzerland98399840(Address of Principal Executive Offices, including Zip Code)9841984241-52-633-02-4498439844(Registrant’s Telephone Number, including Area Code)98459846Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:98479848o98499850Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)98519852o98539854Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)98559856o98579858Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2 (b))98599860o98619862Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))98639864Item 8.0198659866Other Events.98679868On September 15, 2011, the Company issued a press release announcing that it had reached an agreement to acquire Visonic Ltd. (TASE: VSC.TA) for approximately $100 million in cash. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by ref"98690000793074-20-000016,full_body,N/A,812,"Document98709871false98720000793074987398740000793074987598762020-03-26987798782020-03-2698799880UNITED STATES9881SECURITIES AND EXCHANGE COMMISSION9882WASHINGTON, D.C. 2054998839884FORM98858-K9886CURRENT REPORT9887Pursuant to Section 13 or 15(d) of9888the Securities Exchange Act of 193498899890Date of Report (Date of earliest event reported):9891March 26, 202098929893WERNER ENTERPRISES, INC.9894(Exact name of registrant as specified in its charter)9895Nebraska 0-14690 47-06483869896(State or other jurisdiction ofincorporation) (Commission File Number) (I.R.S. EmployerIdentification No.)989714507 Frontier Road9898Post Office Box 453089899Omaha , Nebraska 68145-03089900(Address of principal executive offices) (Zip Code)9901(99024029903)9904895-66409905(Registrant’s telephone number, including area code)9906Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:99079908☐9909Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)99109911☐9912Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)99139914☐9915Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b))99169917☐9918Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR40.13e-4(c))9919Securities registered pursuant to Section 12(b) of the Act:99209921Title of each class Trading Symbol(s) Name of each exchange on which registered9922Common Stock, $0.01 Par Value WERN The NASDAQ Stock Market LLC99239924Indicate by check mark whethe"99250000917520-14-000007,unresolved_staff_comments,1B,43,"STAFF COMMENTS9926As of the filing of this Annual Report on Form 10-K, we had no unresolved comments from the staff of the Securities and Exchange Commission that were received not less than 180 days before the end of our 2013 fiscal year."99270001628280-26-049183,full_body,N/A,681,"fsbc-20260722992800012751689929FALSE9930000127516899312026-07-2299322026-07-229933UNITED STATES9934SECURITIES AND EXCHANGE COMMISSION9935WASHINGTON, DC 2054999369937FORM99388-K9939CURRENT REPORT9940Pursuant to Section 13 or 15(d) of the9941Securities Exchange Act of 19349942Date of report (Date of earliest event reported):9943July 22, 20269944FIVE STAR BANCORP9945(Exact Name of Registrant as Specified in Charter)99469947California 001-40379 75-31009669948(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)99493100 Zinfandel Drive, Suite 1009950,9951Rancho Cordova9952,9953California9954,9955956709956(Address of Principal Executive Offices, and Zip Code)9957(916)99589959626-50009960Registrant’s Telephone Number, Including Area Code9961Not Applicable9962(Former Name or Former Address, if Changed Since Last Report)99639964Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (9965see9966General Instruction A.2. below):99679968☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)99699970☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)99719972☐ Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))9973☐ Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))9974Securities registered pursuant to Section 12(b) of the Act:9975Title of each class Trading Symbol(s) Name of each exchange on which re"99760002011641-25-000027,risk_factors,1A,12743,"Factors9977Risk factors summary9978For a summary of risk factors, see our “Forward-Looking Statements and Risk Factor Summary” on page 1.9979Risk factors9980In addition to the other information contained in this Annual Report, you should carefully consider the following risk factors before investing in our common stock. The risks and uncertainties we describe below are not the only ones we face. Additional risks and uncertainties of which we are not aware or that we currently believe are immaterial may also adversely affect the Company. If any of the possible events described below were to occur, the business, financial condition and results of operations of the Company could be materially and adversely affected. If that happens, the market price of our common stock could decline, and holders of shares of our common stock could lose all or part of their investment.9981This Annual Report also contains forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including the risks described below and elsewhere in this Annual Report.9982Market conditions, competition, financial9983Weakness in the economy, market trends, uncertainty and other conditions in the markets in which we operate, particularly in the U.S., have in the past and may in the future adversely affect the profitability and financial stability of some of our customers and vendors, and, in turn, nega"99840001084869-11-000002,md_and_a,P1_2,6750,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.99859986Forward Looking Statements99879988This “Management’s Discussion and Analysis of Financial Condition and Results of Operations” (MD&A) is intended to provide an understanding of our financial condition, change in financial condition, cash flow, liquidity and results of operations. The following MD&A discussion should be read in conjunction with the consolidated financial statements and notes to those statements that appear elsewhere in this Form 10-Q and in the Company’s Annual Report on Form 10-K. The following discussion contains forward-looking statements that reflect the Company’s plans, estimates and beliefs. The Company’s actual results could differ materially from those discussed or referred to in the forward-looking statements. Factors that could cause or contribute to any differences include, but are not limited to, those discussed under the caption “Forward-Looking Information and Factors That May Affect Future Results” and under Part I, Item 1A, of the Company's Annual Report on Form 10-K under the heading“Risk Factors”.99899990Overview999199921-800-FLOWERS.COM, is the world’s leading florist and gift shop. For more than 30 years, 1-800-FLOWERS® (1-800-356-9377 or www.1800flowers.com) has been helping deliver smiles for our customers with gifts for every occasion, including fresh flowers and the finest selection of plants, gift baskets, gourmet foods, confections, candles, balloons and plush stuffed animals. A"99930000799233-20-000044,controls_and_procedures,P1_4,253,"AND PROCEDURES9994Evaluation of Disclosure Controls and Procedures9995– We have established disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) to ensure that material information relating to us, including our consolidated subsidiaries, is made known to the officers who certify our financial reports and to other members of senior management and the Board of Directors.9996As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including the Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Accounting and Financial Officer), of the effectiveness of the design and operations of our disclosure controls and procedures. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of9997June 30, 20209998.9999Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures, or our internal controls, will prevent all errors or intentional fraud. An internal control system, no matter how well-conceived and operated, can only provide reasonable, not total, assurance that the objectives of such internal controls are met.1000010001Changes in Internal Control Over Financial Reporting10002– There have been no changes in our internal control over financial reporting"100030000109563-22-000025,unregistered_sales,P2_2,1201,"Sales of Equity Securities and Use of Proceeds10004Repurchases of common stock in the quarter ended December 31, 2021 were as follows:10005Period (a) Total Number of Shares (b) Average Price Paid per Share ($) (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (d) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (1)10006October 1, 2021 to October 31, 2021 0 $0.00 0 387,96010007November 1, 2021 to November 30, 2021 0 $0.00 0 387,96010008December 1, 2021 to December 31, 2021 35,000 $100.78 35,000 352,96010009Total 35,000 $100.78 35,000 352,96010010(1)10011On October 24, 2016, the Board of Directors authorized the repurchase of up to 1.5 million shares of the Company's common stock, replacing the prior authorization. We publicly announced the new authorization on October 26, 2016. Purchases can be made in the open market or in privately negotiated transactions.10012The authorization is in effect until all shares are purchased, or the Board revokes or amends the authorization.10013ITEM 6.10014Exhibits10015Exhibit No. Description100163.1 Amended and Restated Articles of Incorporation of Applied Industrial Technologies, Inc., as amended on October 25, 2005 (filed as Exhibit 3(a) to the Company’s Form 10-Q for the quarter ended December 31, 2005, SEC File No. 1-2299, and incorporated here by reference).100173.2 Code of Regulations of Applied Industrial Technologies, Inc., as amended on October 19, 1999 (filed as Exhibit 3(b) to the Company’s Form 10-Q for the quarter ended S"100180001047469-15-001007,controls_and_procedures,9A,1039,"and Procedures1001910020Disclosure Controls and Procedures1002110022SPX management, including the Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the10023effectiveness of disclosure controls and procedures, pursuant to Exchange Act Rule 13a-15(b), as of December 31, 2014. Based on that evaluation, the Chief Executive Officer and Chief10024Financial Officer concluded that our disclosure controls and procedures are effective.1002510026Changes in Internal Control Over Financial Reporting1002710028In connection with the evaluation by SPX management, including the Chief Executive Officer and Chief Financial Officer,10029of our internal control over financial reporting, pursuant to Exchange Act Rule 13a-15(d), no changes during the quarter ended December 31, 2014 were identified that have materially10030affected, or are reasonably likely to materially affect, our internal control over financial reporting.1003110032Management's Report on Internal Control Over Financial Reporting1003310034Management is responsible for establishing and maintaining adequate internal control over financial reporting. Our10035internal control framework and processes were designed to provide reasonable assurance to management and the Board of Directors regarding the reliability of financial reporting and the preparation of10036our consolidated financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.1003710038Our10039internal control over financial reporting includes those polici"100400000815556-26-000041,legal_proceedings,P2_1,56,"PROCEEDINGS10041A description of our legal proceedings, if any, is contained in Note 8 of the Notes to Condensed Consolidated Financial Statements. The description of legal proceedings, if any, in Note 8 is incorporated herein by reference.10042ITEM 1A — RISK FACTORS10043There have been no material changes from the risk factors described in Part I,"100440001564590-20-011799,other_information,9B,1896,"INFORMATION1004510046On March 17, 2020, after reviewing with its independent compensation consultant the policies regarding acceleration of vesting in connection with a change in control at our peer companies, the Compensation Committee modified the change in control termination protection for certain members of our senior leadership team, including Ms. Carullo, to provide that if, in connection with a change in control, their employment is terminated without cause or they resign for good reason, their outstanding equity awards will be 100% accelerated (an increase from the 24 months of acceleration previously approved). Messrs. Levie and Smith already were provided 100% acceleration, therefore this change had no effect on them.1004710048991004910050PART III1005110052Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE1005310054The information required by this item will be contained in our definitive proxy statement to be filed with the Securities and Exchange Commission in connection with our 2020 annual meeting of stockholders (the Proxy Statement), which is expected to be filed not later than 120 days after the end of our fiscal year ended January 31, 2020, and is incorporated in10055this Annual Report on Form 10-K10056by reference.1005710058Our board of directors has adopted a Code of Business Conduct and Ethics that applies to all of our employees, officers and directors, including our Chief Executive Officer, Chief Financial Officer, and other executive and senior financial officers. The full text of our Corporate"100590000879169-23-000025,financial_statements,P1_1,10383,"Statements10060INCYTE CORPORATION10061CONDENSED CONSOLIDATED BALANCE SHEETS10062(in thousands, except number of shares and par value)10063June 30,2023 December 31,2022*10064(unaudited)10065ASSETS10066Current assets:10067Cash and cash equivalents $ 3,131,123 $ 2,951,42210068Marketable securities—available-for-sale (amortized cost $294,371and $292,580as of June 30, 2023 and December 31, 2022, respectively; allowance for credit losses $0as of June 30, 2023 and December 31, 2022) 292,243 287,54310069Accounts receivable 637,994 644,87910070Inventory 35,937 41,99510071Prepaid expenses and other current assets 167,136 167,01110072Total current assets 4,264,433 4,092,85010073Restricted cash 1,719 1,69810074Long term investments 170,316 133,67610075Inventory 142,048 78,96410076Property and equipment, net 749,352 739,31010077Finance lease right-of-use assets, net 25,631 26,29810078Other intangible assets, net 134,954 129,21910079Goodwill 155,593 155,59310080Deferred income tax asset 532,507 457,94110081Other assets, net 31,706 25,43510082Total assets $ 6,208,259 $ 5,840,98410083LIABILITIES AND STOCKHOLDERS’ EQUITY10084Current liabilities:10085Accounts payable $ 155,538 $ 277,54610086Accrued compensation 111,708 138,76110087Accrued and other current liabilities 810,852 701,05310088Finance lease liabilities 3,166 3,17910089Acquisition-related contingent consideration 37,509 36,53810090Total current liabilities 1,118,773 1,157,07710091Acquisition-related contingent consideration 179,491 184,46210092Finance lease liabilities 29,491 30,08310093Other liabilities 139,812 99,24310094Total liabilities 1,467,567 1,470,86510095Commitment"100960001193125-16-476036,controls_and_procedures,9A,621,"and Procedures1009710098Evaluation of Disclosure Controls and Procedures1009910100We evaluated the10101effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2015, the end of the period covered by this Annual Report on Form 10-K. This evaluation was done under the supervision and with the participation10102of management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”). Disclosure controls and procedures means controls and other procedures that are designed to provide reasonable assurance that10103information required to be disclosed in the reports that we file or submit under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), such as this Annual Report on Form 10-K, is recorded, processed, summarized and10104reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (“SEC”). Disclosure controls and procedures include, without limitation, controls and procedures designed such that information is10105accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure. Based on this evaluation, our CEO and CFO have concluded that as of December 31, 2015, our disclosure10106controls and procedures were effective.1010710108Management’s Annual Report on Internal Control Over Financial Reporting1010910110Our management is responsible for establishing and maintaining adequate internal control over financial rep"101110001628280-18-002352,other_information,9B,784,"INFORMATION10112None.10113PART III1011410115ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE10116Executive Officers of the Registrant10117The following table presents the Company’s executive officers’ names, ages, positions and offices, and business experience during the last five years as of10118February 27, 201810119. There is no family relationship between any of the Company’s executive officers or directors. Each officer is appointed by the Board of Directors of the Company or the Bank and serves at their pleasure.10120Name Age(1) Positions and Offices, and Business Experience10121Dominic Ng 59 Chairman and Chief Executive Officer of the Company and the Bank since 1992.10122Gregory L. Guyett 54 President and Chief Operating Officer of the Company and the Bank since October 2016; 2015 - 2016: Executive Vice President of Corporate Development at Johnson Controls; 2014 - 2015: Co-Head of Banking and Head of Investment Banking, Asia Pacific, J.P. Morgan; 2013 - 2014: Chief Executive Officer for Greater China, J.P. Morgan.10123Douglas P. Krause 61 Executive Vice President, Chief Risk Officer, General Counsel and Secretary of the Company and the Bank since 1996.10124Irene H. Oh 40 Executive Vice President and Chief Financial Officer of the Company and the Bank since 2010.10125Andy Yen 60 Executive Vice President and Head of International and Commercial Banking since 2013; 2005 - 2013: Executive Vice President and Director of the Business Banking Division of the Bank.10126(1) As ofFebruary 27, 2018.10127Code of Ethics10128The Comp"101290001428336-21-000039,full_body,N/A,514,"hqy-2021120610130000142833610131false101320001428336101332021-12-06101342021-12-0610135UNITED STATES10136SECURITIES AND EXCHANGE COMMISSION10137Washington, D.C. 2054910138Form101398-K1014010141CURRENT REPORT10142Pursuant to Section 13 or 15(d) of10143The Securities Exchange Act of 193410144Date of Report (Date of earliest event reported)10145December 6, 20211014610147HEALTHEQUITY, INC.10148Delaware 001-36568 52-238316610149(State or other jurisdiction ofincorporation or organization) (Commission File Number) (I.R.S. EmployerIdentification Number)1015015 West Scenic Pointe Drive1015110152Suite 1001015310154Draper10155,10156Utah1015710158840201015910160(1016180110162)10163727-10001016410165(Address, including Zip Code, and Telephone Number, including Area Code, of Registrant’s Principal Executive Offices)10166Not Applicable10167(Former name or former address, if changed since last report)10168Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):10169☐1017010171Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)10172☐1017310174Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)10175☐1017610177Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))10178☐1017910180Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))10181Securities registered pursuant to Section 12(b) of the Act:10182Title of each class Trading Symbol(s) Name of each exchange on which registered10183Common stock, par v"101840000857005-19-000020,full_body,N/A,473,"Document1018510186false1018700008570051018810189000085700510190101912019-10-2310192101932019-10-231019410195UNITED STATES10196SECURITIES AND EXCHANGE COMMISSION10197WASHINGTON, DC 205491019810199FORM102008-K1020110202CURRENT REPORT10203Pursuant to Section 13 OR 15(D) of The Securities Exchange Act of 19341020410205Date of report (Date of earliest event reported) October 23, 201910206PTC Inc.10207(Exact Name of Registrant as Specified in Its Charter)10208Massachusetts 0-18059 04-286615210209(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)10210121 Seaport Boulevard Boston Massachusetts 0221010211(Address of Principal Executive Offices) (Zip Code)10212(Registrant's Telephone Number, Including Area Code) (781) 370-500010213(Former Name or Former Address, if Changed Since Last Report)1021410215Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (seeGeneral Instruction A.2. below):10216☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)10217☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)10218☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))10219☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1022010221Title of each class Trading Symbol Name of each exchange on which registered10222Common Stock, $.01 par value per share PTC NASDAQ Global Select Market10223Indicate by check mark "102240001717307-18-000020,full_body,N/A,428,"Document1022510226UNITED STATES10227SECURITIES AND EXCHANGE COMMISSION10228WASHINGTON, D.C. 205491022910230FORM 8-K1023110232CURRENT REPORT PURSUANT10233TO SECTION 13 OR 15(d) OF THE10234SECURITIES EXCHANGE ACT OF 19341023510236Date of Report (Date of earliest event reported):10237July 27, 20181023810239INDUSTRIAL LOGISTICS PROPERTIES TRUST10240(Exact Name of Registrant as Specified in Its Charter)1024110242Maryland10243(State or Other Jurisdiction of Incorporation)1024410245001-38342 82-280963110246(Commission File Number) (IRS Employer Identification No.)1024710248Two Newton Place, 255 Washington Street, Suite 300, Newton, Massachusetts 02458-163410249(Address of Principal Executive Offices) (Zip Code)1025010251617-219-146010252(Registrant’s Telephone Number, Including Area Code)1025310254Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1025510256o1025710258Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1025910260o1026110262Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1026310264o1026510266Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1026710268o1026910270Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))10271Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).10272Emerging gro"102730001590976-22-000050,properties,2,515,"Tennessee10274Our Malibu and Axis boats are manufactured in Loudon, Tennessee. We lease the property where we have our 197,000 square-foot facility that is used to manufacture Malibu and Axis boats. This property also includes warehouses and office space. The property is leased pursuant to a lease agreement that has a term through March 31, 2028, with the option to extend for three additional terms of ten years each. We also lease the property where we have our 23,500 square-foot facility that is used to store our warranty parts. This property also includes warehouses and office space. The property is leased pursuant to a lease agreement that has a term through December 31, 2022, with the option to extend for one additional term of two years.10275We also own 165,000 square-feet of space neighboring our manufacturing facility in Loudon, Tennessee that we use for trailer production, engine production, shipping and office space. Our Tennessee facilities are used in our Malibu segment.10276Kansas10277Our Cobalt boats are manufactured in Neodesha, Kansas. We own the property in Neodesha, where we have four manufacturing facilities aggregating to 493,000 square feet of manufacturing space. Our Neodesha facilities are used in our Cobalt segment.10278Florida10279Our Pursuit boats are manufactured in Fort Pierce, Florida. We own the property where our Pursuit facilities are located which consist of six manufacturing facilities for aggregating to 398,000 square feet of manufacturing space.10280Our Maverick Boat G"102810000876437-16-000090,full_body,N/A,344,"8-K1028210283UNITED STATES10284SECURITIES AND EXCHANGE COMMISSION10285WASHINGTON, D.C. 2054910286FORM 8-K10287CURRENT REPORT10288Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193410289Date of Report (Date of Earliest Event Reported): January 21, 201610290MGIC Investment Corporation10291__________________________________________10292(Exact name of registrant as specified in its charter)10293Wisconsin 1-10816 39-148647510294_____________________(State or other jurisdiction _____________(Commission ______________(I.R.S. Employer10295of incorporation) File Number) Identification No.)10296250 E. Kilbourn Avenue, Milwaukee, Wisconsin 5320210297_________________________________(Address of principal executive offices) ___________(Zip Code)10298Registrant’s telephone number, including area code: 414-347-648010299Not Applicable10300_____________________________________________10301Former name or former address, if changed since last report1030210303Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:10304[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)10305[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)10306[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))10307[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))10308Item 2.02 Results of Operations and Financial Co"103090000831259-16-000062,mine_safety,4,620,"Safety Disclosures.10310The safety and health of all employees is our highest priority. Management believes that safety and health considerations are integral to, and compatible with, all other functions in the organization and that proper safety and health management will enhance production and reduce costs. Our approach towards the health and safety of our workforce is to continuously improve performance through implementing robust management systems and providing adequate training, safety incentive and occupational health programs.10311Our objective is zero work place injuries and occupational illnesses. We measure progress toward achieving our objective against regularly established benchmarks, including measuring company-wide Total Recordable Incident Rates (TRIR). Our TRIR (including contractors) was 0.56 per 200,000 man-hours worked in 2015 and10312201410313, and 0.74 per 200,000 man-hours worked in10314201310315. The metal mining sector industry average reported by the U.S. Mine Safety and Health Administration (MSHA) was 2.23 per 200,000 man-hours worked in10316201410317and 2.39 per 200,000 man-hours worked in10318201310319. The metal mining sector industry average for 2015 was not available at the time of this filing.10320Refer to Exhibit 95.1 for mine safety disclosures required in accordance with Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K.10321Executive Officers of the Registrant.10322Certain information as of10323February 19, 201610324, about our executi"103250001193125-14-366151,full_body,N/A,333,"8-K1032610327UNITED STATES1032810329SECURITIES AND EXCHANGE COMMISSION1033010331Washington, D.C. 205491033210333FORM 8-K1033410335CURRENT REPORT1033610337Pursuant10338to Section 13 or 15(d)1033910340of the Securities Exchange Act of 19341034110342Date of Report (Date of earliest event reported) October 8, 20141034310344RPM INTERNATIONAL INC.1034510346(Exact name of registrant as specified in its charter)1034710348Delaware 1-14187 02-064222410349(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)10350103512628 Pearl Road, P.O. Box 777, Medina, Ohio 4425810352(Address of principal executive offices) (Zip Code)1035310354Registrant’s telephone number, including area code: (330) 273-50901035510356(Former name or former address, if changed since last report.)1035710358Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the10359following provisions (see General Instruction A.2. below):1036010361¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1036210363¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1036410365¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1036610367¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1036810369Item 2.02 Results of Operations and Financial Condition.1037010371On October 8, 2014, the Company issued a press release announcing its first quarter results, which provided detail not included in previously issued10372"103730001185185-15-000716,market_for_equity,5,1096,"for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.1037410375(a) Market Information1037610377Our shares of Common Stock are quoted on the OTCQB under the symbol “SSNT.” Prior to 2011, our Common Stock was listed under the symbol “TYRIA”. The OTCQB is a quotation service that displays real-time quotes, last-sale prices, and volume information in over-the-counter (“OTC”) equity securities. An OTCQB equity security is not listed or traded on a national securities exchange.1037810379The following table sets forth the high and low bid price for our common stock for each quarter during the past two fiscal years. The prices reflect inter-dealer quotations, do not include retail mark-ups, markdowns or commissions and do not necessarily reflect actual transactions.1038010381High Low10382Fiscal 2013:10383First Quarter (January 1 – March 31) $ 6.00 $ 1.5010384Second Quarter (April 1 – June 30) $ 6.90 $ 3.3310385Third Quarter (July 1 – September 30) $ 5.10 $ 2.1010386Fourth Quarter (October 1 – December 31) $ 4.20 $ 1.8010387Fiscal 2014:10388First Quarter (January 1 – March 31) $ 4.20 $ 2.1010389Second Quarter (April 1 – June 30) $ 6.00 $ 3.6010390Third Quarter (July 1 – September 30) $ 6.00 $ 3.0010391Fourth Quarter (October 1 – December 31) $ 9.00 $ 1.801039210393(b) Holders of Common Equity1039410395As of March 30, 2015, there were 735 stockholders of record. An additional number of stockholders are beneficial holders of our Common Stock in “street name” through banks, brokers and other financial institutions that are th"103960000216085-19-000021,unregistered_sales,P2_2,561,"Sales of Equity Securities and Use of Proceeds1039710398The board of directors has authorized management, at its discretion, to repurchase limited amounts of our common stock and Class A common stock. A10399program was initially approved by the board on November 3, 1986 with subsequent authorizations made as to the number of shares to be repurchased or amount to be repurchased in total dollars. On May 17, 2019, the board authorized management to10400repurchase up to $110401010402.0 million of common and Class A common stock in addition to the amount remaining from a previous authorization.1040310404The following table presents information with respect to our repurchase of Havertys’ common stock during the second quarter of 2019:1040510406(a)Total Number of Shares Purchased (b)Average Price Paid Per Share (c)Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (d)Approximate Dollar Value of Shares ThatMay Yet be Purchased Under the Plans or Programs10407April 1 – April 30 — — — $ 16,279,81310408May 1 – May 31 626,366 $ 18.28 626,366 $ 14,830,69410409June 1 – June 30 378,860 $ 16.88 378,860 $ 8,437,0211041010411161041210413Item 6.1041410415Exhibits1041610417(a) Exhibits1041810419The exhibits listed below are filed with or incorporated by reference into this report (those filed with this report are10420denoted by an asterisk). Unless otherwise indicated, the exhibit number of documents incorporated by reference corresponds to the exhibit number in the referenced documents.1042110422Exhibit Number Description of Exhibit (Commission File No. 1-14445)104233.1 "104240000896264-22-000008,financial_statements,P1_1,5256,"STATEMENTS10425USANA HEALTH SCIENCES, INC. AND SUBSIDIARIES10426CONDENSED CONSOLIDATED BALANCE SHEETS10427(in thousands, except par value)10428(unaudited)10429As ofOctober 1,2022 As ofJanuary 1,202210430ASSETS10431Current assets10432Cash and cash equivalents $ 246,879 $ 239,83210433Inventories 67,278 98,31810434Prepaid expenses and other current assets 26,997 26,96710435Total current assets 341,154 365,11710436Property and equipment, net 95,228 101,78010437Goodwill 17,104 17,66810438Intangible assets, net 32,158 30,44210439Deferred tax assets 13,019 4,83910440Other assets 57,400 57,89410441$ 556,063 $ 577,74010442LIABILITIES AND STOCKHOLDERS' EQUITY10443Current liabilities10444Accounts payable $ 10,362 $ 13,50810445Other current liabilities 115,484 147,28210446Total current liabilities 125,846 160,79010447Deferred tax liabilities 4,801 7,49710448Other long-term liabilities 14,317 14,32910449Stockholders' equity10450Common stock, $0.001par value; Authorized -50,000shares, issued and outstanding19,198as of October 1, 2022 and19,393as of January 1, 2022 19 1910451Additional paid-in capital 52,238 50,01010452Retained earnings 378,841 344,63710453Accumulated other comprehensive income (loss) (19,999) 45810454Total stockholders' equity 411,099 395,12410455$ 556,063 $ 577,74010456The accompanying notes are an integral part of these statements.10457310458Table of Contents10459USANA HEALTH SCIENCES, INC. AND SUBSIDIARIES10460CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME10461(in thousands, except per share data)10462(unaudited)10463Quarter Ended Nine Months Ended10464October 1,2022 October 2,2021 October 1,2022 October 2,202110465Net "104660001050797-18-000044,full_body,N/A,444,"Document1046710468UNITED STATES10469SECURITIES AND EXCHANGE COMMISSION10470Washington, D.C. 2054910471FORM 8-K1047210473CURRENT REPORT10474Pursuant to Section 13 or 15(d)10475of the Securities Exchange Act of 193410476Date of Report (Date of earliest event reported):10477August 6, 201810478COLUMBIA SPORTSWEAR COMPANY10479(Exact name of registrant as specified in its charter)10480Oregon 000-23939 93-049828410481(State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)1048214375 Northwest Science Park Drive10483Portland, Oregon 9722910484(Address of principal executive offices) (Zip code)10485(503) 985-400010486(Registrant’s telephone number, including area code)10487No Change10488(Former name or former address, if changed since last report)10489Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:10490¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)10491¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)10492¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))10493¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))10494Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this ch"104950001062993-13-006208,controls_and_procedures,P1_4,192,"and10496Procedures1049710498Evaluation of Disclosure Controls and Procedures1049910500Our management, with the participation of our Principal10501Executive Officer and Principal Financial Officer, has evaluated the10502effectiveness of our disclosure controls and procedures (as such term is defined10503in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of the end of the10504period covered by this report. Based on such evaluation, our Principal Executive10505Officer and Principal Financial Officer have concluded that, as of the end of10506the period covered by this report, our disclosure controls and procedures were10507effective.1050810509It should be noted that any system of controls is based in part10510upon certain assumptions designed to obtain reasonable (and not absolute)10511assurance as to its effectiveness, and there can be no assurance that any design10512will succeed in achieving its stated goals.1051310514Changes in Internal Controls1051510516There have been no changes in our internal control over10517financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the10518Exchange Act) during our fiscal quarter ended October 31, 2013, that have10519materially affected, or are reasonably likely to materially affect, our internal10520control over financial reporting.1052110522311052310524PART II – OTHER INFORMATION"105250001193125-21-263408,full_body,N/A,1760,"8-K105261052700-00000001052810529false105301053100018302141053210533000183021410534105352021-09-0110536105372021-09-01105381053900018302141054010541us-gaap:CapitalUnitsMember10542105432021-09-0110544105452021-09-01105461054700018302141054810549srngu:Class160AOrdinaryShareParValue0.0001PerShareMember10550105512021-09-0110552105532021-09-01105541055500018302141055610557us-gaap:WarrantMember10558105592021-09-0110560105612021-09-011056210563UNITED STATES1056410565SECURITIES AND EXCHANGE COMMISSION1056610567Washington, D.C. 205491056810569FORM105708-K1057110572CURRENT REPORT1057310574PURSUANT TO SECTION 13 OR 15(d)1057510576OF THE SECURITIES EXCHANGE ACT OF 19341057710578Date of Report (Date of earliest event reported):10579September 1, 20211058010581SOARING EAGLE ACQUISITION CORP.1058210583(Exact name of registrant as specified in its charter)1058410585Cayman Islands 001-40097 N/A10586(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)1058710588955 Fifth Avenue1058910590New York10591,10592NY1059310594100751059510596(Address of principal executive offices, including zip code)1059710598Registrant’s telephone number, including area code:10599(310)1060010601209-72801060210603Not Applicable1060410605(Former name or former address, if changed since last report)1060610607Check the appropriate box below if the Form106088-K10609filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1061010611☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1061210613☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)1061410615☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))1061610617☐ Pre-commencementcommunications pursuant to "106180000354950-14-000042,full_body,N/A,1517,"HD_8K_11.06.141061910620UNITED STATES10621SECURITIES AND EXCHANGE COMMISSION10622WASHINGTON, D.C. 2054910623__________________10624FORM 8-K10625__________________10626CURRENT REPORT10627Pursuant to Section 13 or 15(d) of the10628Securities Exchange Act of 193410629Date of Report (Date of Earliest Event Reported): November 6, 201410630__________________10631THE HOME DEPOT, INC.10632(Exact Name of Registrant as Specified in Charter)1063310634__________________10635Delaware 1-8207 95-326142610636(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)106372455 Paces Ferry Road, N.W., Atlanta, Georgia 3033910638(Address of Principal Executive Offices) (Zip Code)10639(770) 433-821110640(Registrant’s Telephone Number, Including Area Code)10641Not Applicable10642(Former Name or Former Address, if Changed Since Last Report)1064310644__________________10645Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):10646¨10647Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)10648¨10649Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)10650¨10651Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))10652¨10653Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1065410655Item 7.01. Regulation FD Disclosure.10656In connection with the update on its data breach discussed in Item 8."106570001104659-17-064736,risk_factors,P2_1A,132,"FACTORS1065810659The discussion of our business and operations in this Quarterly Report on Form 10-Q should be read together with the risk factors contained in our Annual Report on Form 10-K for the fiscal year ended June 30, 2017, filed with the Securities and Exchange Commission on September 7, 2017, which describe various risks and uncertainties which could materially affect our business, financial condition or future results. There have been no material changes to the risk factors included in our Annual Report on Form 10-K. The risks described in our Annual Report on Form 10-K are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and results of operations."106600000065270-26-000017,full_body,N/A,391,"8-K1066110662false106630000065270106640000065270106652026-05-14106662026-05-141066710668UNITED STATES10669SECURITIES AND EXCHANGE COMMISSION10670WASHINGTON, D.C. 205491067110672FORM106738-K1067410675CURRENT REPORT10676Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 19341067710678Date of Report (Date of earliest event reported):May 14, 20261067910680METHODE ELECTRONICS, INC.10681(Exact name of Registrant as Specified in Its Charter)1068210683Delaware 001-33731 36-209008510684(State or Other Jurisdictionof Incorporation) (Commission File Number) (IRS EmployerIdentification No.)1068525650 W 11 Mile Rd10686Southfield,Michigan 4803410687(Address of Principal Executive Offices) (Zip Code)1068810689Registrant’s Telephone Number, Including Area Code:(708)867-67771069010691(Former Name or Former Address, if Changed Since Last Report)1069210693Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1069410695☐10696Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)10697☐10698Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)10699☐10700Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))10701☐10702Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))10703Securities registered pursuant to Section 12(b) of the Act:1070410705Title of each class TradingSymbol(s) Name of each exchange on which registered10706Common Stock, $0.50 Par Value MEI New York Stock Exchange10707Indicate b"107080000705432-23-000023,quantitative_disclosures,7A,803,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK10709In the banking industry, a major risk exposure is changing interest rates. The primary objective of monitoring our interest rate sensitivity, or risk, is to provide management the tools necessary to manage the balance sheet to minimize adverse changes in net interest income as a result of changes in the direction and level of interest rates. Federal Reserve monetary control efforts, the effects of deregulation, economic uncertainty and legislative changes have been significant factors affecting the task of managing interest rate sensitivity positions in recent years.10710In an attempt to manage our exposure to changes in interest rates, management closely monitors our exposure to interest rate risk through our ALCO. Our ALCO meets regularly and reviews our interest rate risk position and makes recommendations to our board for adjusting this position. In addition, our board regularly reviews our asset/liability position. We primarily use two methods for measuring and analyzing interest rate risk: net income simulation analysis and MVPE modeling. We utilize the net income simulation model as the primary quantitative tool in measuring the amount of interest rate risk associated with changing market rates. This model quantifies the effects of various interest rate scenarios on projected net interest income and net income over the next 12 months. The model is used to measure the impact on net interest income relative to a base case scenari"107110001193125-26-340249,quantitative_disclosures,P1_3,25,"Upon Senior Securities 5510712Item 4. Mine Safety Disclosures 5510713Item 5. Other Information 5510714Item 6. Exhibits 56107151071621071710718PART I — Financial Information"107190001632127-25-000033,properties,2,207,"Our headquarters is located in Phoenix, Arizona. As of December 31, 2024, we own, lease or otherwise have rights to use approximately 350 facilities, consisting of approximately 200 facilities that we own, and approximately 150 facilities that we lease or otherwise have rights to use. These facilities are in 26 different states of the United States.10720Our principal physical assets consist of our broadband plant and equipment, including signal receiving, encoding and decoding devices, headend facilities, fiber-optic transport and distribution networks and customer premise equipment for each of our systems. Our broadband plant and related equipment generally attach to utility poles under pole rental agreements with local public utilities and telephone companies, although in certain areas our transport and distribution network is buried in underground ducts or trenches. We own or lease real property for signal reception sites and own most of our service vehicles.107213910722Table of10723Contents10724The physical components of our broadband network require maintenance and periodic upgrades to improve performance and capacity and support existing and new services and products. We also operate a network operations center that monitors our network at all times.10725We believe that our properties are generally in good condition and are suitable and adequate to support our operations."107260000899715-25-000004,full_body,N/A,673,"skt-2025021910727000089971510728false107290000899715107302025-02-19107312025-02-1910732UNITED STATES10733SECURITIES AND EXCHANGE COMMISSION10734WASHINGTON, D.C. 2054910735___________10736FORM107378-K1073810739Current Report Pursuant to Section 13 or 15(d) of10740The Securities Exchange Act of 193410741Date of Report (date of earliest event reported):10742February 19, 20251074310744TANGER INC10745.10746_________________________________________10747(Exact name of registrant as specified in its charter)10748North Carolina 1-11986 56-181547310749(State or other jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)107503200 Northline Avenue10751,10752Suite 36010753,10754Greensboro10755,10756NC1075710758274081075910760(Address of principal executive offices)10761(1076233610763)10764292-30101076510766(Registrant’s telephone number, including area code)10767N/A10768(former name or former address, if changed since last report)10769Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:10770☐1077110772Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)10773☐1077410775Soliciting material pursuant to Rule 14a-12 under the Exchange10776☐1077710778Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))10779☐1078010781Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))10782Securities registered pursuant to Section 12(b) of the Act:10783Title of each class Trading Symbol(s) Name of each exchange on which registered10784Common Shares,$"107850001474098-14-000029,md_and_a,P1_2,4830,"Discussion and Analysis of Financial Condition and Results of Operations.10786The following discussion and analysis should be read in conjunction with the consolidated financial statements and related notes included elsewhere in this report. Pebblebrook Hotel Trust is a Maryland real estate investment trust that conducts its operations so as to qualify as a REIT under the Code. Substantially all of the operations are conducted through Pebblebrook Hotel, L.P. (our ""Operating Partnership""), a Delaware limited partnership of which Pebblebrook Hotel Trust is the sole general partner. In this report, we use the terms ""the Company"", ""we"", or ""our"", to refer to Pebblebrook Hotel Trust and its subsidiaries, unless the context indicates otherwise.10787Forward-Looking Statements10788This report, together with other statements and information publicly disseminated by us, contains certain ""forward-looking statements"" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the ""Exchange Act""). We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and include this statement for purposes of complying with these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, are generally identifiable by"107890001133421-15-000057,md_and_a,P1_2,7414,"Discussion and Analysis of Financial Condition and Results of Operations10790OVERVIEW10791Northrop Grumman Corporation (herein referred to as “Northrop Grumman,” the “company,” “we,” “us,” or “our”) is a leading global security company. We offer a broad portfolio of capabilities and technologies that enable us to deliver innovative products, systems and solutions for applications that range from undersea to outer space and into cyberspace. We provide products, systems and solutions in unmanned systems; cyber; command, control, communications and computers (C4), intelligence, surveillance and reconnaissance (C4ISR); strike aircraft; and logistics and modernization to government and commercial customers worldwide. We participate in many high-priority defense and government programs in the United States (U.S.) and abroad. We conduct most of our business with the U.S. Government, principally the Department of Defense (DoD) and intelligence community. We also conduct business with foreign, state and local governments and commercial customers.10792At September 30, 2015, the company was aligned into10793four10794sectors: Aerospace Systems, Electronic Systems, Information Systems and Technical Services. In October 2015, the company announced changes effective January 1, 2016, which are intended to better align our business with the evolving needs of our customers and enhance innovation across the company. The changes include the streamlining of our business sectors from four to three. Two new sectors wi"107950001564590-20-047271,selected_financial_data,6,130,"Financial Data 1910796Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 2010797Item 7A. Quantitative and Qualitative Disclosures about Market Risk 2710798Item 8. Financial Statements and Supplementary Data 2810799Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 6210800Item 9A. Controls and Procedures 6210801Item 9B. Other Information 6510802Part III10803Item 10. Directors, Executive Officers and Corporate Governance 6610804Item 11. Executive Compensation 6610805Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 6610806Item 13. Certain Relationships and Related Transactions, and Director Independence 6710807Item 14. Principal Accounting Fees and Services 6710808Part IV10809Item 15. Exhibits, Financial Statement Schedules 6810810Item 16. Form 10-K Summary 7110811SIGNATURES 72108121081321081410815PART I"108160001047469-11-001633,controls_and_procedures,9A,515,"and Procedures.1081710818Disclosure Controls and Procedures.10819—We maintain disclosure controls and procedures that are designed to ensure that information required to be10820disclosed in our reports filed pursuant to the Securities Exchange Act of 1934, as amended (the ""Exchange Act""), is recorded, processed, summarized and reported within the time periods specified in10821the SEC's rules and forms and that such information is accumulated and communicated to our management, including the Chief Executive Officer, as appropriate, to allow timely decisions regarding10822required disclosures.1082310824As10825of the end of the period covered by this report, we conducted an evaluation, under the supervision and with the participation of our management, including the Chief Executive Officer10826and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on that evaluation, our Chief Executive Officer and Chief Financial10827Officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report.1082810829Internal Control Over Financial Reporting.10830Our management is responsible for establishing and maintaining adequate internal control10831over financial10832reporting. Our internal control over financial reporting is a process designed under the supervision of our principal executive and principal financial officers to provide reasonable assurance10833regarding the reliability of financial reporting and the preparation of o"108340000356309-22-000098,financial_statements,8,125,"this 10-K under the caption10835Report of Independent Registered Public Accounting Firm10836.10837Changes in Internal Control over Financial Reporting10838We periodically review our internal controls over financial reporting as part of our efforts to ensure compliance with the requirements of Section 404 of the Sarbanes-Oxley Act of 2002. In addition, we routinely review our system of internal controls over financial reporting to identify potential changes to our processes and systems that may improve controls and increase efficiency, while ensuring that we maintain an effective internal controls environment. There were no changes in our internal controls over financial reporting that occurred during the quarter ended September 30, 2022, that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting."108390001590714-26-000018,financial_statements,8,30,"Statements and Supplementary Data10840See “Index to Consolidated Financial Statements” in this 2025 Annual Report.108413810842Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure10843None."108440000950170-23-039508,unregistered_sales,P2_2,492,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS1084510846ISSUER PURCHASES OF EQUITY SECURITIES10847Period (a)TotalNumberof SharesPurchased (b)AveragePrice Paidper Share (c)TotalNumberof SharesPurchasedas Part ofPubliclyAnnouncedPlans orPrograms (d)ApproximateDollar Valueof Sharesthat MayYet BePurchasedUnder thePlans orPrograms10848April 1, 2023 - April 30, 2023 — $ — — $ 4,061,00010849May 1, 2023 - May 31, 2023 — — — 4,061,00010850June 1, 2023 - June 30, 2023 — — — 4,061,00010851Total — $ — — $ 4,061,0001085210853See heading “Stock Repurchase Program” for more information regarding stock purchases.1085410855ITEM 3. DEFAULTS UPON SENIOR SECURITIES1085610857None.1085810859ITEM 4. MINE SAFETY DISCLOSURES1086010861Not applicable.1086210863ITEM 5. OTHER INFORMATION1086410865None of the Company's10866directors and officers1086710868adopted10869, modified or10870terminated10871a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company's fiscal quarter ended10872June 30, 2023 (each as defined in Item 408 of Regulation S-K under the Securities Exchange Act of 1934, as amended).1087310874661087510876ITEM 6. EXHIBITS1087710878The exhibits required by Item 601 of Regulation S-K and filed herewith are listed in the Exhibit Index that precedes the Signature Page and the exhibits filed.1087910880ExhibitNumber Exhibit Index to Quarterly Report on Form 10-Q Description and Filing or Incorporation Reference1088110.1 Sixth Amendment to the Sixth Amended and Restated Credit Agreement by and between First Mid Bancshares, Inc. and The Northern Trust Company, dated April 7, 2023Incorporated by reference to Exh"108820001193125-23-241941,full_body,N/A,1337,"8-K1088310884false108851088600017831831088710888000178318310889108902023-09-2610891108922023-09-261089310894UNITED STATES1089510896SECURITIES AND EXCHANGE COMMISSION1089710898Washington, D.C. 205491089910900FORM109018-K1090210903CURRENT REPORT1090410905Pursuant to Section 13 or 15(d)1090610907of the Securities Exchange Act of 19341090810909Date of report (Date of earliest event reported):10910September 26, 20231091110912PHATHOM PHARMACEUTICALS, INC.1091310914(Exact name of registrant as specified in its charter)1091510916Delaware 001-39094 82-415157410917(State or other jurisdiction ofincorporation or organization) (CommissionFile Number) (I.R.S. EmployerIdentification No.)1091810919100 Campus Drive10920,10921Suite 1021092210923Florham Park10924,10925New Jersey1092610927079321092810929(Address of principal executive offices) (Zip Code)1093010931(877)1093210933742-84661093410935(Registrant’s telephone number, include area code)1093610937N/A1093810939(Former Name or Former Address, if Changed Since Last Report)1094010941Check the appropriate box below if the Form109428-K10943filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1094410945☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1094610947☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)1094810949☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))1095010951☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))1095210953Securities registered pursuant to Section 12(b) of the Act:1095410955Title of each class TradingSymbol(s) Name of each exchangeon which registered10956Common Sto"109570000086521-15-000067,controls_and_procedures,P1_4,276,"AND PROCEDURES1095810959EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES1096010961Sempra Energy, SDG&E and SoCalGas have designed and maintain disclosure controls and procedures to ensure that information required to be disclosed in their respective reports is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission and is accumulated and communicated to the management of each company, including each respective Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure. In designing and evaluating these controls and procedures, the management of each company recognizes that any system of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives; therefore, the management of each company applies judgment in evaluating the cost-benefit relationship of other possible controls and procedures.1096210963Under the supervision and with the participation of management, including the Chief Executive Officers and Chief Financial Officers of Sempra Energy, SDG&E and SoCalGas, each company evaluated the effectiveness of the design and operation of its disclosure controls and procedures as of September 30, 2015, the end of the period covered by this report. Based on these evaluations, the Chief Executive Officers and Chief Financial Officers of Sempra Energy, SDG&E and SoCalGas concluded t"109640000014707-16-000115,full_body,N/A,373,"Document1096510966UNITED STATES10967SECURITIES AND EXCHANGE COMMISSION10968WASHINGTON, D.C. 2054910969FORM 8-K10970CURRENT REPORT10971Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193410972Date of Report (Date of earliest event reported)10973November 22, 201610974(November 22, 2016)10975CALERES, INC.10976(10977Exact name of registrant as specified in its charter)10978New York10979(State or other jurisdiction of incorporation or organization)109801-2191(Commission File Number) 43-0197190(IRS Employer Identification Number)109818300 Maryland AvenueSt. Louis, Missouri(Address of principal executive offices) 63105(Zip Code)10982(314) 854-400010983(Registrant's telephone number, including area code)10984¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)10985¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)10986¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))10987¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))10988Item 2.02 Results of Operations and Financial Condition10989On November 22, 2016, Caleres, Inc. (the ""Company"") issued a press release (the ""Press Release"") announcing, among other things, its results1099010991of operations for the quarter ended October 29, 2016. A copy of the Press Release is being furnished as Exhibit 99.1 hereto, and the statements contained therein are incorporated by reference herein.10992In accordance with General Instruction B.2. of Form 8-K, the inform"109930000019617-21-000292,quantitative_disclosures,P1_3,39,"and Qualitative Disclosures About Market Risk.10994Refer to the Market Risk Management section of Management’s discussion and analysis and pages 135–142 of JPMorgan Chase’s 2020 Form 10-K for a discussion of the quantitative and qualitative disclosures about market risk."109950001193125-18-320941,unregistered_sales,P2_2,202,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS1099610997None.1099810999ITEM 3. DEFAULTS UPON SENIOR SECURITIES1100011001None.1100211003ITEM 4. MINE SAFETY DISCLOSURES1100411005Not applicable.1100611007ITEM 5. OTHER INFORMATION1100811009None.1101011011631101211013Table of Contents1101411015ITEM 6. EXHIBITS1101611017ExhibitNumber Description1101831.1 Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 20021101931.2 Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 20021102032.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 200211021101.INS XBRL Instance Document11022101.SCH XBRL Taxonomy Extension Schema Document11023101.CAL XBRL Taxonomy Extension Calculation Linkbase Document11024101.DEF XBRL Extension Definition11025101.LAB XBRL Taxonomy Extension Label Linkbase Document11026101.PRE XBRL Taxonomy Extension Presentation Linkbase Document1102711028641102911030Table of Contents1103111032SIGNATURES1103311034Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned11035thereunto duly authorized.1103611037Heron Therapeutics, Inc.11038Date: November 7, 2018 /s/ Barry D. Quart11039Barry D. Quart, Pharm.D.11040Chief Executive Officer11041(As Principal Executive)11042/s/ Robert E. Hoffman11043Robert E. Hoffman11044Chief Financial Officer and11045Senior Vice President, Finance11046(As Principal Financial and Accounting Officer)110471104865"110490001047469-12-002073,md_and_a,7,11217,"Discussion and Analysis of Financial Condition and Results of Operations1105011051Overview1105211053We are a worldwide leading economic, financial, and management consulting firm that applies advanced analytic techniques and11054in-depth industry knowledge to complex engagements for a broad range of clients.1105511056We11057derive revenues principally from professional services rendered by our employee consultants. In most instances, we charge clients on a time-and-materials basis11058and recognize revenues in the period when we provide our services. We charge consultants' time at hourly rates, which vary from consultant to consultant depending on a consultant's position,11059experience, expertise, and other factors. We derive a portion of our revenues from fixed-price contracts. Revenues from fixed-price engagements are recognized using a proportional performance method11060based on the ratio of costs incurred, substantially all of which are labor-related, to the total estimated project costs. We derived approximately 22%, 26%, 21%, and 12% of our revenues from11061fixed-price engagements in fiscal 2011, the five-week transition period ended January 1, 2011, fiscal 2010, and fiscal 2009, respectively. We generate substantially all of our11062professional services fees from the work of our own employee consultants and a portion from the work of our non-employee experts. Factors that affect our professional services revenues11063include the number and scope of client engagements, the number of consultants we employ, the consultants"110640001062993-11-003863,full_body,N/A,445,"Anavex Life Sciences Corp.: Form 8K - Filed by newsfilecorp.com1106511066UNITED STATES11067SECURITIES AND EXCHANGE COMMISSION11068Washington, D.C.11069205491107011071FORM 8-K1107211073CURRENT REPORT11074Pursuant to Section 13 OR 15(d) of The11075Securities Exchange Act of 19341107611077Date of Report (Date of earliest event reported)11078September1107916, 20111108011081ANAVEX LIFE SCIENCES11082CORP.11083(Exact name of registrant as specified in its11084charter)1108511086Nevada 000-51652 20-836599911087(State or other jurisdiction of (Commission (IRS Employer11088incorporation) File Number) Identification No.)110891109050 Harrison Street, Suite 315A, Hoboken, New Jersey 0703011091(Address of principal executive offices) (Zip Code)1109211093Registrant’s telephone number, including area code11094110951-866-505-28951109611097N/A11098(Former name or former address, if changed11099since last report.)1110011101Check the appropriate box below if the Form 8-K filing is11102intended to simultaneously satisfy the filing obligation of the registrant under11103any of the following provisions:1110411105[ ] Written communications pursuant to Rule 425 under the11106Securities Act (17 CFR 230.425)11107[ ] Soliciting material pursuant to Rule1110814a-12 under the Exchange Act (17 CFR 240.14a -12)11109[ ] Pre-commencement11110communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d11111-2(b))11112[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under11113the Exchange Act (17 CFR 240.13e -4(c))1111411115Item 1.01 Entry into a Material Definitive Agreement.1111611117The information required by this Item 1.01 is included under11118Item 5.02 of this current report on Form 8-"111190001104659-24-110349,full_body,N/A,953,"false111201112100017252551112211123000172525511124111252024-10-1611126111272024-10-161112811129iso4217:USD1113011131xbrli:shares1113211133iso4217:USD1113411135xbrli:shares1113611137UNITED STATES1113811139SECURITIES AND EXCHANGE COMMISSION1114011141WASHINGTON, D.C. 205491114211143FORM111448-K1114511146CURRENT REPORT1114711148Pursuant to Section 13 OR 15(d)1114911150of The Securities Exchange Act of 19341115111152Date11153of Report (Date of earliest event reported):11154October 16, 20241115511156AdaptHealth11157Corp.1115811159(Exact name of registrant as specified in its11160charter)1116111162Delaware 001-38399 82-367770411163(State11164or other jurisdiction ofincorporation) (Commission11165File Number) (IRS11166Employer Identification No.)111671116822011169West Germantown Pike,Suite11170250Plymouth11171Meeting,PA 1946211172(Address11173of principal executive offices) (Zip11174Code)11175(610)424-451511176(Registrant’s11177telephone number, including area code)1117811179Not11180Applicable1118111182(Former name or former address, if changed since last report.)1118311184Check the appropriate box below if the Form 8-K11185filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1118611187¨ Written communications pursuant to Rule 425 under the Securities Act11188(17 CFR 230.425)11189¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act11190(17 CFR 240.14a-12)11191¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the11192Exchange Act (17 CFR 240.14d-2(b))11193¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the11194Exchange Act (17 CFR 240.13e-4(c))1119511196Securities registered pursuant to11197Section 12(b) of the Act:1119811199Title of each class Trading Symbol(s) Name of each excha"112000000046195-14-000069,md_and_a,P1_2,16850,"Discussion and Analysis of Financial Condition and Results of Operations11201Forward-Looking Statements11202This report contains forward-looking statements concerning, among other things, the economic and business environment in our service area and elsewhere, credit quality and other financial and business matters in future periods. Our forward-looking statements are based on numerous assumptions, any of which could prove to be inaccurate and actual results may differ materially from those projected because of a variety of risks and uncertainties, including, but not limited to: 1) general economic conditions either nationally, internationally, or locally may be different than expected, and particularly, any event that negatively impacts the tourism industry in Hawaii; 2) unanticipated changes in the securities markets, public debt markets, and other capital markets in the U.S. and internationally; 3) competitive pressures in the markets for financial services and products; 4) the impact of legislative and regulatory initiatives, particularly the Dodd-Frank Wall Street Reform and Consumer Protection Act (the ""Dodd-Frank Act""); 5) changes in fiscal and monetary policies of the markets in which we operate; 6) the increased cost of maintaining or the Company's ability to maintain adequate liquidity and capital, based on the requirements adopted by the Basel Committee on Banking Supervision and U.S. regulators; 7) actual or alleged conduct which could harm our reputation; 8) changes in a"112030001628280-23-027004,quantitative_disclosures,P1_3,30,"and Qualitative Disclosures about Market Risk.11204There were no material changes from the information contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022."112050001109357-20-000053,business,1,15926,"—11206Executive officers of the Registrants11207at11208February 11, 202011209.11210Directors, Director Nomination Process and Audit Committee11211The information required under ITEM 10 concerning directors and nominees for election as directors at the annual meeting of shareholders (Item 401 of Regulation S-K), the director nomination process (Item 407(c)(3)), the audit committee (Item 407(d)(4) and (d)(5)) and the beneficial reporting compliance (Sec. 16(a)) is incorporated herein by reference to information to be contained in Exelon’s definitive11212202011213proxy statement (11214202011215Exelon Proxy Statement) and the ComEd information statement (11216202011217ComEd Information Statement) to be filed with the SEC on or before April 30,11218202011219pursuant to Regulation 14A or 14C, as applicable, under the Securities Exchange Act of 1934.11220Code of Ethics11221Exelon’s Code of Business Conduct is the code of ethics that applies to Exelon’s and ComEd’s Chief Executive Officer, Chief Financial Officer, Corporate Controller, and other finance organization employees. The Code of Business Conduct is filed as Exhibit 14 to this report and is available on Exelon’s website at www.exeloncorp.com. The Code of Business Conduct will be made available, without charge, in print to any shareholder who requests such document from Carter C. Culver, Senior Vice President and Deputy General Counsel, Exelon Corporation, P.O. Box 805398, Chicago, Illinois 60680-5398.11222If any substantive amendments to the Code of Business Conduct are made or any waivers a"112230001282637-18-000008,financial_statements,P1_1,5453,"Statements11224NEWMARKET CORPORATION AND SUBSIDIARIES11225CONSOLIDATED STATEMENTS OF INCOME11226(Unaudited)1122711228(in thousands, except per-share amounts) Three Months Ended March 31112292018 201711230Net sales $ 589,245 $ 542,81811231Cost of goods sold 432,462 374,00711232Gross profit 156,783 168,81111233Selling, general, and administrative expenses 40,913 40,44911234Research, development, and testing expenses 34,295 38,13011235Operating profit 81,575 90,23211236Interest and financing expenses, net 5,164 5,57211237Other income (expense), net 4,900 3,57311238Income before income tax expense 81,311 88,23311239Income tax expense 20,746 24,29611240Net income $ 60,565 $ 63,93711241Earnings per share - basic and diluted $ 5.14 $ 5.3911242Cash dividends declared per share $ 1.75 $ 1.7511243See accompanying Notes to Condensed Consolidated Financial Statements11244411245Table of Contents11246NEWMARKET CORPORATION AND SUBSIDIARIES11247CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME11248(Unaudited)11249(in thousands) Three Months Ended March 31112502018 201711251Net income $ 60,565 $ 63,93711252Other comprehensive income (loss):11253Pension plans and other postretirement benefits:11254Amortization of prior service cost (credit) included in net periodic benefit cost, net of income tax expense (benefit) of $(180) in 2018 and $(296) in 2017 (591 ) (474 )11255Amortization of actuarial net loss (gain) included in net periodic benefit cost, net of income tax expense (benefit) of $360 in 2018 and $509 in 2017 1,136 78311256Total pension plans and other postretirement benefits 545 30911257Foreign currency translation adjust"112580001712184-23-000145,controls_and_procedures,P1_4,451,"AND PROCEDURES11259Evaluation of disclosure controls and procedures11260We maintain disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act that are designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Executives, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, the Executives recognize that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply judgment in evaluating the cost-benefit relationship of possible controls and objectives.11261As disclosed in our 2022 Form 10-K, we identified material weaknesses in our internal control over financial reporting. The material weaknesses will not be considered remediated until the applicable new or enhanced controls operate for a sufficient period of time and management has concluded, through testing, that these controls are designed and operating effectively. Our management, with the participation of the Executives, evaluated the effectiveness of our disclosure controls and procedures as of March 31, 2023. As remed"112620001514705-19-000018,quantitative_disclosures,P1_3,35,"and Qualitative Disclosures About Market Risk11263There have been no material changes to the Company's exposure to market risk disclosed in our Annual Report on Form 10-K for the year ended11264December 31, 201811265."112660001102624-11-000065,full_body,N/A,289,"UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549FORM 8-KCURRENT REPORTPursuant to Section 13 or 15(d) of theSecurities Exchange Act of 19341126711268Date of Report: February 03, 2011(Date of earliest event reported)11269LightPath Technologies Inc.(Exact name of registrant as specified in its charter)11270FL(State or other jurisdictionof incorporation) 000-27548(Commission File Number) 86-0708398(IRS EmployerIdentification Number)112712603 Challenger Tech CT #100(Address of principal executive offices) 32826(Zip Code)11272407-382-4003(Registrant's telephone number, including area code)11273Not Applicable(Former Name or Former Address, if changed since last report)1127411275Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1127611277o11278Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1127911280o11281Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1128211283o11284Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1128511286o11287Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1128811289Item 2.02. Results of Operations and Financial ConditionThe Registrant issued a press release on February 3, 2011 announcing the results for the three months and six months ended December 31, 2010. A copy of the press release is attached as Exhibit 99.1 to this filing.I"112900001193125-11-295188,unregistered_sales,P2_2,673,"Sales of Equity Securities and Use of Proceeds1129111292The following table provides information about the Company’s repurchases of shares of the Company’s common stock11293during the third quarter of 2011:1129411295Total Number ofShares11296Repurchased* Average PricePaid per11297Share Total Number of11298SharesRepurchased as Part ofPublicly11299AnnouncedPlans or Programs** Remaining DollarValue of11300Shares thatMay Yet Be RepurchasedUnder the Plans orPrograms (in millions)11301July 1 - 31 7,392 $ 20.03 — $ 755.811302August 1 - 31 4,977,431 $ 16.38 4,972,126 $ 674.411303September 1 - 30 3,695,092 $ 15.93 3,694,928 $ 615.511304Total 8,679,915 $ 16.19 8,667,0541130511306* These amounts represent both shares authorized by the Board of Directors for repurchase under a publicly announced plan, as described below, as well as shares withheld11307from employees to cover tax withholding obligations on restricted stock awards and units that have vested.1130811309** On February 1, 2011, the Board of Directors authorized an additional $1 billion of common stock repurchases through December 31, 2012. At11310September 30, 2011, $615.5 million remains available under share repurchase authorizations approved by the Company’s Board of Directors. Management has historically and may continue to establish prearranged written plans pursuant to11311Rule 10b5-1. A Rule 10b5-1 plan permits the Company to repurchase shares at times when the Company may otherwise be prevented from doing so, provided the plan is adopted when the Company is not aware of material non-public information"113120001193125-17-154166,full_body,N/A,1244,"Form 8-K1131311314SECURITIES AND EXCHANGE COMMISSION1131511316WASHINGTON, D.C. 205491131711318FORM 8-K1131911320CURRENT REPORT1132111322Pursuant11323to Section 13 OR 15(d)1132411325of the Securities Exchange Act of 19341132611327Date of Report (Date of earliest event reported): April 27, 20171132811329FTI CONSULTING, INC.1133011331(Exact Name of Registrant as Specified in Charter)1133211333Maryland 001-14875 52-126111311334(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)11335113361101 K Street NW, Washington, D.C. 200051133711338(Address of principal executive offices) (Zip Code)1133911340Registrant’s telephone number, including area code: (202) 312-91001134111342(Former name or former address, if changed since last report)1134311344Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the11345following provisions:1134611347☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1134811349☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1135011351☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1135211353☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1135411355Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this11356chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).1135711358Emerging growth company ☐1135911360"113610001442145-16-000069,controls_and_procedures,P1_4,365,"and Procedures11362Disclosure Controls and Procedures11363We are required to maintain disclosure controls and procedures (as that term is defined in Rules 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that are designed to ensure that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives at the reasonable assurance level.11364Our management, with the participation of the Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this quarterly report on Form 10-Q for the Company and our subsidiaries other than Wood Mackenzie, which was acquired on May 19, 2015, Infield, which was acquired on November 6, 2015, and PCI, which was acquired on November 20, 2015. Management excluded from its assessment the internal control over financial reporting regardin"113650001628280-24-009706,md_and_a,7,5519,"Discussion and Analysis of Financial Condition and Results of Operations11366The following discussion and analysis is intended to help the reader understand our business, financial condition, results of operations, liquidity and capital resources. This discussion and analysis should be read in conjunction with other sections of this report, including: “Business” in Item 1 and “Financial Statements and Supplementary Data” in Item 8. Our discussion and analysis includes the following subjects:11367•11368Overview;11369•11370Consolidated Results of Operations;11371•11372Liquidity and Capital Resources;11373•11374Valuation Allowance; and11375•11376Critical Accounting Policies and Estimates.11377We have applied the Securities and Exchange Commission’s adopted FAST Act Modernization and Simplification of Regulation S-K, which limits the discussion to the two most recent calendar years. This discussion and analysis deals with comparisons of material changes in the consolidated financial statements for years ended December 31, 2023 and 2022. For the comparison of the years ended December 31, 2022 and 2021, see “Management's Discussion and Analysis of Consolidated Results of Operations” in Part II, Item 7 of our 2022 Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 15, 2023.11378Overview11379We are an independent oil and natural gas company with a principal focus on acquisition, development and production activities in the U.S. Mid-Continent region (""Mid-Con"").11380Operational Activities11381For the year ended "113820001567683-25-000015,risk_factors,P2_1A,38,"FACTORS11383Information regarding risk factors appears in Part I, Item 1A,11384Risk Factors,11385in the Company’s 2024 Form 10-K. There have been no material changes in the Company’s risk factors since those reported in its 2024 Form 10-K."113860001193125-17-139189,md_and_a,P1_2,8185,"Discussion and Analysis of Financial Condition and11387Results of Operations.1138811389BUSINESS OVERVIEW1139011391We are a11392global security and aerospace company principally engaged in the research, design, development, manufacture, integration and sustainment of advanced technology systems, products and services. We also provide a broad range of management, engineering,11393technical, scientific, logistics, system integration and cybersecurity services. We serve both U.S. and international customers with products and services that have defense, civil and commercial applications, with our principal customers being11394agencies of the U.S. Government. In 2016, 71% of our $47.2 billion in net sales were from the U.S. Government, either as a prime contractor or as a subcontractor (including 59% from the Department of Defense (DoD)), 27% were from international11395customers (including foreign military sales (FMS) contracted through the U.S. Government) and 2% were from U.S. commercial and other customers. Our main areas of focus are in defense, space, intelligence, homeland security and information11396technology, including cybersecurity.1139711398On August 16, 2016, we completed the divestiture of the Information Systems & Global Solutions11399(IS&GS) business, which merged with a subsidiary of Leidos Holdings, Inc. (Leidos) in a Reverse Morris Trust transaction. Accordingly, the operating results of the IS&GS business have been classified as discontinued operations in the11400consolidated statements of earnings. However, the cas"114010001193125-22-054536,full_body,N/A,1324,"8-K1140211403FTI CONSULTING, INC1140411405DC1140611407false114081140900008879361141011411000088793611412114132022-02-2411414114152022-02-241141611417SECURITIES AND EXCHANGE COMMISSION1141811419WASHINGTON, D.C. 205491142011421FORM114228-K1142311424CURRENT REPORT1142511426Pursuant to Section 13 or 15(d)1142711428of the Securities Exchange Act of 19341142911430Date of Report (Date of earliest event reported):11431February 24, 20221143211433FTI CONSULTING, INC.1143411435(Exact Name of Registrant as Specified in Charter)1143611437Maryland 001-14875 52-126111311438(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)1143911440555 12th Street NW,Washington,D.C.2000411441(Address of principal executive offices) (Zip Code)1144211443Registrant’s telephone number, including area code:11444(202)1144511446312-91001144711448(Former name or former address, if changed since last report)1144911450Check the appropriate box below if the Form114518-K11452filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1145311454☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1145511456☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12)1145711458☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))1145911460☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))1146111462Securities registered pursuant to Section 12(b) of the Act:1146311464Title of each class Tradingsymbol(s) Name of each exchangeon which registered11465Common Stock, par value $0.01 per share FCN New York Stock E"114660000833444-22-000036,md_and_a,P1_2,8515,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS11467Cautionary Statements for Forward-Looking Information11468Unless otherwise indicated, references to ""Johnson Controls,"" the ""Company,"" ""we,"" ""our"" and ""us"" in this Quarterly Report on Form 10-Q refer to Johnson Controls International plc and its consolidated subsidiaries.11469The Company has made statements in this document that are forward-looking and therefore are subject to risks and uncertainties. All statements in this document other than statements of historical fact are, or could be, ""forward-looking statements"" within the meaning of the Private Securities Litigation Reform Act of 1995. In this document, statements regarding the Company’s future financial position, sales, costs, earnings, cash flows, other measures of results of operations, synergies and integration opportunities, capital expenditures, debt levels and market outlook are forward-looking statements. Words such as ""may,"" ""will,"" ""expect,"" ""intend,"" ""estimate,"" ""anticipate,"" ""believe,"" ""should,"" ""forecast,"" ""project"" or ""plan"" and terms of similar meaning are also generally intended to identify forward-looking statements. However, the absence of these words does not mean that a statement is not forward-looking. The Company cautions that these statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond the Company’s control, that could cause the Company’s actual results to differ m"114700000876437-18-000043,md_and_a,P1_2,15920,"Discussion and Analysis of Financial Condition and Results of Operations11471Introduction11472The following is management’s discussion and analysis of the financial condition and results of operations of MGIC Investment Corporation for the11473second11474quarter and first11475six11476months of11477201811478. As used below, “we” and “our” refer to MGIC Investment Corporation’s consolidated operations. This form 10-Q should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended11479December 31, 201711480. See the11481“Glossary of terms and acronyms”11482for definitions and descriptions of terms used throughout this MD&A. The Risk Factors referred to under “Forward Looking Statements and Risk Factors” below, discuss trends and uncertainties affecting us and are an integral part of the MD&A.11483Forward Looking and Other Statements11484As discussed under “Forward Looking Statements and Risk Factors” below, actual results may differ materially from the results contemplated by forward looking statements. We are not undertaking any obligation to update any forward looking statements or other statements we may make in the following discussion or elsewhere in this document even though these statements may be affected by events or circumstances occurring after the forward looking statements or other statements were made. Therefore no reader of this document should rely on these statements being current as of any time other than "114850000950170-22-001979,financial_statements,8,10787,"Statement11486s and Supplementary Data.1148711488ALECTOR, INC.1148911490INDEX TO FINANCIAL STATEMENTS1149111492Page11493Audited Consolidated Financial Statements11494Report of Independent Registered Public Accounting Firm (PCAOB ID:42) 11511495Consolidated Balance Sheets 11811496Consolidated Statements of Operations and Comprehensive Loss 11911497Consolidated Statement of Convertible Preferred Stock and Stockholders’ Equity (Deficit) 12011498Consolidated Statements of Cash Flows 12111499Notes to Consolidated Financial Statements 12211500115011141150211503REPORT OF INDEPENDENT REGIS11504TERED PUBLIC ACCOUNTING FIRM1150511506To the Stockholders and the Board of Directors of Alector, Inc.1150711508Opinion on the Financial Statements1150911510We have audited the accompanying consolidated balance sheets of Alector, Inc. (the Company) as of December 31, 2021 and 2020, the related consolidated statements of operations and comprehensive loss, convertible preferred stock and stockholders' equity (deficit) and cash flows for each of the three years in the period ended December 31, 2021, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021, in conformity with U.S. generally accepted accounting principles.1151111512We also have audited, in accordance with the standards of the"115130001437749-21-003648,quantitative_disclosures,7A,499,"and Qualitative Disclosures about Market Risk1151411515We have domestic and international operations and we are exposed to market risks in the ordinary course of our business. These risks primarily include interest rate, foreign exchange and inflation risks, as well as risks relating to changes in the general economic conditions in the countries where we conduct business. To reduce certain of these risks, we monitor the financial condition of our large customers and limit credit exposure by collecting subscription fees in advance.1151611517Foreign Currency Risk1151811519Our results of operations and cash flows have been and will continue to be subject to fluctuations because of changes in foreign currency exchange rates, particularly changes in exchange rates between the U.S. dollar and the Euro, GBP and INR, the currencies of countries where we currently have our most significant international operations. Our expenses in international locations are generally denominated in the currencies of the countries in which our operations are located.1152011521The cash flow effects of our derivative contracts for the year ended December 31, 2020 and 2019 were included within net cash provided by operating activities on our consolidated statements of cash flows. At December 31, 2020, we had 39 open designated cash flow hedge forward contracts with notional amounts of €25.9 million, £8.7 million and Rs. 1,933.5 million. During the fiscal year ended December 31, 2020, we recorded $2.0 million of unrealized foreign excha"115220000950170-25-063518,controls_and_procedures,P1_4,284,"and Procedures1152311524Disclosure Controls and Procedures and Internal Control over Financial Reporting11525Controls and Procedures1152611527We have carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act), as of March 31, 2025. Based upon that evaluation, our principal executive officer and principal financial officer concluded that, as of the end of the period covered by this report, our disclosure controls and procedures are effective in ensuring that:11528(a)11529the information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms; and11530(b)11531the information is accumulated and communicated to our management, including our principal executive officer and principal financial officer as appropriate to allow timely decisions regarding required disclosure.1153211533231153411535In designing and evaluating our disclosure controls and procedures, our management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and our management necessarily was r"115360000922621-15-000019,risk_factors,P2_1A,41,"FACTORS1153711538There have been no material changes from the risk factors previously disclosed in our Annual Report on Form 10-K for the fiscal year ended11539December 31, 201411540as filed with the Securities and Exchange Commission on11541February 26, 201511542."115430000088205-17-000024,quantitative_disclosures,P1_3,45,"and Qualitative Disclosures about Market Risk1154411545Management does not believe our exposure to market risk has significantly changed since December 31, 2016 and does not believe that such risks will result in significant adverse impacts to our financial condition, results of operations or cash flows."115460001104659-16-110700,full_body,N/A,892,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION1154711548Washington, D.C. 205491154911550FORM 8-K1155111552CURRENT REPORT11553Pursuant to Section 13 or 15(d) of11554the Securities Exchange Act of 19341155511556Date of Report (Date of earliest event report):11557April 1111558, 20161155911560FedEx Corporation1156111562(Exact Name of Registrant as Specified in Its Charter)1156311564Commission file number115651-58291156611567Delaware 62-172143511568(State or Other Jurisdiction ofIncorporation or Organization) (I.R.S. EmployerIdentification Number)1156911570942 South Shady Grove Road,1157111572Memphis, Tennessee 382101157311574(Address of Principal Executive Offices)1157511576(901) 818-75001157711578(Registrant’s telephone number, including area code)1157911580Federal Express Corporation1158111582(Exact Name of Registrant as Specified in Its Charter)1158311584Commission file number115851-58291158611587Delaware 71-042700711588(State or Other Jurisdiction ofIncorporation or Organization) (I.R.S. EmployerIdentification Number)11589115903610 Hacks Cross Road,1159111592Memphis, Tennessee 381251159311594(Address of Principal Executive Offices)1159511596(901) 369-36001159711598(Registrant’s telephone number, including area code)1159911600o1160111602Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1160311604o1160511606Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1160711608o1160911610Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1161111612o1161311614Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1161511616SECTION 8. OTHER EVENTS.1161711618Item 8.01. Other Events.1161911620On11621April 11, 2016, Fed"116220001558370-18-001292,quantitative_disclosures,7A,760,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK1162311624Interest rate risk1162511626We are exposed to the impact of interest rate changes. Our objective is to manage the impact of interest rate changes on our earnings and cash flow in relation to our borrowings. At December 31, 2017 and 2016, we did not have any interest rate swap agreements to manage interest costs and the risks associated with changing interest rates.1162711628We are subject to market risks relating to changes in LIBOR rates because we have significant amounts of floating rate debt outstanding. During the years ended December 31, 2017, 2016 and 2015, we were subject to the following interest rates on the outstanding debt under our credit facilities (refer to Note 8 — Debt in our Consolidated Financial Statements for effective dates and termination dates for our credit facilities outlined below):1162911630· $400 Million Credit Facility — three-month LIBOR plus 3.75% effective November 14, 2016, when the draw down on this facility was made1163111632· $98 Million Credit Facility — three-month LIBOR plus 6.125% effective November 10, 2015 when the facility was entered into1163311634· 2014 Term Loan Facilities — three-month or six-month LIBOR plus 2.50%1163511636· 2015 Revolving Credit Facility — three-month LIBOR plus a range of 3.40% to 4.25% effective April 9, 2015 when the facility was entered into until November 15, 20161163711638· $148 Million Credit Facility — LIBOR plus 3.00% beginning January 7, 2015 when this facility refinanced the 2010 Credit Facility until Novemb"116390000950170-25-066593,quantitative_disclosures,P1_3,46,"AND QUALITATI11640VE DISCLOSURES ABOUT MARKET RISK11641For a discussion of market risks related to PCA, see Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Market Risk and Risk Management Policies” in this Quarterly Report on Form 10-Q."116420001371285-16-000243,unregistered_sales,P2_2,428,"Sale of Equity Securities and Use of Proceeds11643a) Sales of Unregistered Securities11644None.11645(b) Use of Proceeds11646On July 17, 2014, our registration statement on Form S-1 (File No. 333-196814) was declared effective by the SEC for our IPO pursuant to which we sold an aggregate of116478,193,75011648shares of our common stock at a price to the public of11649$1011650per share resulting in net proceeds to us of11651$72.8 million11652, after deducting underwriting discounts and commissions and offering expenses. There has been no material change in the planned use of proceeds from our initial public offering as described in our final prospectus filed with the SEC pursuant to Rule 424(b) under the Securities Act on July 18, 2014. Pending the uses described, we have invested in the net proceeds in short-term, investment-grade interest-bearing securities such as money market funds.11653c) Issuer Purchases of Equity Securities11654Not applicable.116555611656SIGNATURES11657Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Quarterly Report on Form 10-Q to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Seattle, State of Washington, on this 3rd day of November 2016.11658TRUPANION, INC.11659Date: November 3, 2016 /s/ Darryl Rawlings11660Darryl RawlingsChief Executive Officer and President(Principal Executive Officer)11661Date: November 3, 2016 /s/ Tricia Plouf11662Tricia PloufChief Financial Officer(Principal Financial and Accounting Officer)116635711664EXHIBIT INDEX11665Exhibi"116660001225279-11-000029,quantitative_disclosures,P1_3,35,"and Qualitative Disclosures About Market Risk1166711668The Company is subject to certain market risks, including changes in interest rates and currency exchange rates. The Company does not undertake any specific actions to limit those exposures."116690001104659-10-055609,quantitative_disclosures,P1_3,43,"and Qualitative Disclosures about Market11670Risk1167111672Management11673does not believe our exposure to market risk has significantly changed since11674December 31, 2009 and does not believe that such risks will result in11675significant adverse impacts to our financial condition or results of11676operations."116770001144204-12-027084,unregistered_sales,P2_2,524,"Sales of Equity11678Securities and Use of Proceeds1167911680(e) The following table sets forth information11681regarding the Company's purchases of its common shares during each of the three months ended March 31, 2012.1168211683Total Maximum Number11684Number Total Number of Shares (or Approximate Dollar11685Of Shares Average Price (or Units) Purchased as Part Value) of Shares (or Units)11686(or Units) Paid Per Share of Publicly Announced Plans that May Yet Be Purchased11687Period Purchased (or Unit) or Programs under the Plans or Programs(1)116881/1/12 – 1/31/12 — — — 272,789116892/1/12 – 2/29/12 — — — 272,789116903/1/12 – 3/31/12 — — — 272,78911691— — —1169211693(1)11694On April 26, 2001, the11695Company announced that its Board of Directors had approved a stock repurchase program for up to 607,754 of its outstanding common11696shares, of which the Company had purchased 334,965 common shares through March 31, 2012 (both such numbers adjusted for subsequent11697stock dividends). The Board of Directors established no expiration date for this program. The Company purchased no shares under11698this program during the three months ended March 31, 2012.1169911700Item 6. Exhibits1170111702The exhibits described by the Exhibit11703Index immediately following the Signature Page of this Report are incorporated herein by reference.1170411705351170611707SIGNATURES1170811709Pursuant to the requirements of the Securities Exchange Act11710of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.1171111712GERMAN AMERICAN BANCORP, INC.11713Date:May 8, 2012 By/s/Mar"117140001558370-18-006459,financial_statements,P1_1,7914,"Statements.1171511716Tactile Systems Technology, Inc.1171711718Condensed Consolidated Balance Sheets1171911720(Unaudited)1172111722(Unaudited)11723June 30, December 31,11724(In thousands, except share and per share data) 2018 201711725Assets11726Current assets11727Cash and cash equivalents $ 17,320 $ 23,96811728Marketable securities 23,802 19,94411729Accounts receivable, net 17,529 17,62311730Inventories 16,437 11,04011731Income taxes receivable 5,205 2,11911732Prepaid expenses and other current assets 947 2,17811733Total current assets 81,240 76,87211734Property and equipment, net 4,012 3,77611735Other assets11736Intangible assets, net 2,984 2,21811737Medicare accounts receivable, long-term 1,648 2,71811738Deferred income taxes 2,648 2,66211739Other non-current assets 201 20111740Total other assets 7,481 7,79911741Total assets $ 92,733 $ 88,44711742Liabilities and Stockholders’ Equity11743Current liabilities11744Accounts payable $ 4,649 $ 4,25311745Accrued payroll and related taxes 5,520 6,70611746Accrued expenses 2,033 2,59811747Future product royalties 9 1711748Other current liabilities 316 94511749Total current liabilities 12,527 14,51911750Long-term liabilities11751Accrued warranty reserve, long-term 1,437 1,14111752Total liabilities 13,964 15,66011753Commitments and Contingencies (see Note 8)11754Stockholders’ equity11755Preferred stock, $0.001 par value, 50,000,000 shares authorized; none issued and outstanding as of June 30, 2018 and December 31, 2017 — —11756Common stock, $0.001 par value, 300,000,000 shares authorized; 18,313,061 shares issued and 18,286,975 shares outstanding as of June 30, 2018; 17,872,465 shares issued and 17,8"117570000078749-19-000031,full_body,N/A,535,"Document1175811759UNITED STATES11760SECURITIES AND EXCHANGE COMMISSION11761Washington, D.C. 2054911762FORM 8-K11763CURRENT REPORT11764Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 193411765Date of Report: July 25, 201911766(Date of earliest event reported11767)11768AGILYSYS, INC.11769(Exact name of registrant as specified in its charter)11770Ohio 000-5734 34-090715211771(State or other jurisdiction (Commission File Number) (IRS Employer Identification No.)11772of incorporation)117731000 Windward Concourse, Suite 250, Alpharetta, Georgia 3000511774(Address of principal executive offices) (ZIP Code)11775Registrant’s telephone number, including area code: (770) 810-780011776N/A11777(Former name or former address, if changed since last report.)11778Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:11779o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)11780o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)11781o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))11782o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))11783Securities registered pursuant to Section 12(b) of the Act:11784Title of each class Trading Symbol(s) Name of each exchange on which registered11785Common Stock, without par value AGYS NASDAQ11786Indicate by check mark whether the registrant is an emerging g"117870000040211-15-000045,full_body,N/A,418,"8-K1178811789UNITED STATES11790SECURITIES AND EXCHANGE COMMISSION11791Washington, D.C. 2054911792__________________________11793FORM 8-K1179411795CURRENT REPORT11796PURSUANT TO SECTION 13 OR 15(d) OF THE11797SECURITIES EXCHANGE ACT OF 193411798Date of report (Date of earliest event reported):11799October 22, 20151180011801__________________________11802GATX Corporation11803(Exact name of registrant as specified in its charter)11804__________________________11805New York 1-2328 36-112404011806(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)11807222 West Adams Street11808Chicago, Illinois 60606-531411809(Address of principal executive offices, including zip code)11810(312) 621-620011811(Registrant’s telephone number, including area code)11812__________________________11813Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:11814o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)11815o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)11816o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))11817o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))11818Item 2.02 Results of Operations and Financial Condition.11819Item 7.01 Regulation FD Disclosure.11820The following information is furnished pursuant to Item 2.02, ""Results of Operations and Financial Condition"" and Item 7.01, "118210000004457-12-000020,full_body,N/A,920,"body8k.htm1182211823UNITED STATES1182411825SECURITIES AND EXCHANGE COMMISSION1182611827Washington, D.C. 205491182811829FORM 8-K1183011831CURRENT REPORT1183211833Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 19341183411835Date of Report (Date of earliest event reported): May 14, 20121183611837AMERCO1183811839(11840Exact name of registrant as specified in its charter11841)1184211843Nevada 1-11255 88-010681511844(State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification No.)11845incorporation)11846118471325 Airmotive Way, Ste. 100Reno, Nevada 89502-3239(Address of principal executive offices including zip code)1184811849(775) 688-63001185011851(11852Registrant’s telephone number, including area code11853)1185411855Not Applicable(Former name or former address if changed since last report)1185611857Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1185811859£11860Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1186111862£11863Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1186411865£11866Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1186711868£11869Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1187011871Item 8.01 Other Events1187211873Fixed Rate Secured Notes Series UIC-08B, 09B, 10B and 11B1187411875On May 14, 2012, the Company and the Trustee entered the Nineteenth Supplemental Indenture to the Base Indenture (the “Fixed Rate Secured Note"118760000109177-22-000014,md_and_a,P1_2,10225,"Discussion and Analysis of Financial Condition and Results of Operations11877Introduction11878The following is management’s discussion of the financial results, liquidity and other key items related to our performance and should be read in conjunction with the Condensed Consolidated Financial Statements and related notes included in Item 1 of this Quarterly Report on Form 10-Q. Unless the context indicates otherwise, the term the “Company,” “we,” “our,” or “us” are used to refer to Spectrum Brands Holdings, Inc. and its subsidiaries (""SBH"") and SB/RH Holdings, LLC and its subsidiaries (“SB/RH”), collectively.11879Business Overview11880The Company is a diversified global branded consumer products company. We manage the businesses in three vertically integrated, product-focused segments: (i) Home and Personal Care (“HPC”), (ii) Global Pet Care (“GPC”), and (iii) Home and Garden (“H&G”). The Company manufactures, markets and/or distributes its products globally in the North America (“NA”), Europe, Middle East & Africa (“EMEA”), Latin America (“LATAM”) and Asia-Pacific (“APAC”) regions through a variety of trade channels, including retailers, wholesalers and distributors. We enjoy strong name recognition in our regions under our various brands and patented technologies across multiple product categories. Global and geographic strategic initiatives and financial objectives are determined at the corporate level. Each segment is responsible for implementing defined strategic initiatives and achievi"118810000043920-23-000048,financial_statements,P1_1,11168,"CONSOLIDATED FINANCIAL STATEMENTS11882GREIF, INC. AND SUBSIDIARY COMPANIES11883CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)11884Three Months EndedJuly 31, Nine Months EndedJuly 31,11885(in millions, except per share amounts) 2023 2022 2023 202211886Net sales $ 1,330.3 $ 1,622.1 $ 3,910.2 $ 4,853.711887Cost of products sold 1,023.3 1,275.2 3,039.8 3,878.411888Gross profit 307.0 346.9 870.4 975.311889Selling, general and administrative expenses 135.7 141.6 412.3 440.611890Acquisition and integration related costs 3.4 2.2 15.5 5.811891Restructuring charges 8.7 3.1 13.5 10.311892Non-cash asset impairment charges 1.6 0.7 3.4 63.111893Loss (gain) on disposal of properties, plants and equipment, net 1.7 (6.4) (3.3) (8.1)11894Loss (gain) on disposal of businesses, net 0.3 — (64.1) (4.2)11895Operating profit 155.6 205.7 493.1 467.811896Interest expense, net 25.3 14.0 71.5 44.311897Debt extinguishment charges — — — 25.411898Other expense, net 3.4 7.3 9.6 4.911899Income before income tax expense and equity earnings of unconsolidated affiliates, net 126.9 184.4 412.0 393.211900Income tax expense 31.1 39.9 107.9 105.411901Equity earnings of unconsolidated affiliates, net of tax (0.9) (1.6) (1.7) (3.6)11902Net income 96.7 146.1 305.8 291.411903Net income attributable to noncontrolling interests (6.4) (4.3) (14.4) (14.2)11904Net income attributable to Greif, Inc. $ 90.3 $ 141.8 $ 291.4 $ 277.211905Basic earnings per share attributable to Greif, Inc. common shareholders:11906Class A common stock $ 1.57 $ 2.38 $ 5.03 $ 4.6611907Class B common stock $ 2.35 $ 3.58 $ 7.54 $ 6.9811908Diluted"119090000950142-12-001906,full_body,N/A,411,"eh1201061_8k.htm1191011911UNITED STATES1191211913SECURITIES AND EXCHANGE COMMISSION1191411915WASHINGTON, D.C. 205491191611917FORM 8-K1191811919CURRENT REPORT1192011921Pursuant to Sections 13 or 15(d) of the1192211923Securities Exchange Act of 19341192411925Date of Report (Date of earliest event reported): September 26, 2012 (September 25, 2012)1192611927EXLSERVICE HOLDINGS, INC.1192811929(Exact name of registrant as specified in its charter)1193011931Delaware(State or other jurisdictionof incorporation) 001-33089(Commission File Number) 82-0572194(I.R.S. EmployerIdentification No.)1193211933280 Park Avenue, 38thFloorNew York, New York 10017(Address of principal executive offices)1193411935Registrant’s telephone number, including area code:11936(212) 277-71001193711938NOT APPLICABLE1193911940(Former name or address, if changed since last report)1194111942Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:1194311944o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1194511946o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1194711948o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1194911950o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1195111952Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.1195311954On September 25, 2012, Mr. Steven B. Gruber, a memb"119550001261654-26-000006,quantitative_disclosures,P1_3,57,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK11956There have been no material changes in our market risk exposure during the three months ended December 31, 2025. For a discussion of our exposure to market risk, refer to Part II Item 7A. “Quantitative and Qualitative Disclosures About Market Risk” contained in our119572025 Annual Report on Form 10-K11958."119590000038725-10-000085,risk_factors,P2_1A,62,"FACTORS1196011961There were no material changes to the risk factors as set forth in Part 1, Item 1A, in the Company’s annual report on Form 10-K for the fiscal year ended January 2, 2010. Additional risks and uncertainties, not presently known to the Company or currently deemed immaterial, could negatively impact the Company’s results of operations or financial condition in the future."119620000792987-23-000044,unregistered_sales,P2_2,357,"Sales of Equity Securities and Use of Proceeds11963None.11964Item 3. Defaults Upon Senior Securities11965None.11966Item 4. Mine Safety Disclosures11967None.11968Item 5. Other Information11969None.119702811971INDEX11972Item 6. Exhibits11973Incorporated by Reference11974Exhibit Number Exhibit Description Filed Herewith Form Period Ended Filing Date1197510.1 Separation Agreement, dated as of January 6, 2023, by and between Astec Industries, Inc. and Barry A. Ruffalo* 8-K 1/6/2023 1/6/20231197631.1 Certification of Chief Executive Officer of Astec Industries, Inc. pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X1197731.2 Certification of Chief Financial Officer of Astec Industries, Inc. pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X1197832.1 Certification of Chief Executive Officer of Astec Industries, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 X1197932.2 Certification of Chief Financial Officer of Astec Industries, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 X11980101 The following materials from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 formatted in Inline Extensible Business Reporting Language (""iXBRL""): (i) the Consolidated Statements of Operations, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Cons"119810001520006-20-000193,legal_proceedings,P2_1,92,"Proceedings11982We are party to several legal proceedings encountered in the ordinary course of business. While the ultimate outcome and impact on us cannot be predicted with certainty, in the opinion of management, it is remote that these legal proceedings will have a material adverse impact on our financial condition, results of operations or cash flows.11983For information on our legal proceeding with the Environmental Protection Agency and the New Mexico Environment Department, see “Item 3. Legal Proceedings” in the Annual Report. There have been no material changes regarding such legal proceeding."119840001628280-23-010151,controls_and_procedures,9A,1811,"and Procedures.11985Limitations on Effectiveness of Controls and Procedures11986In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.1198712611988Table of Contents11989Evaluation of Disclosure Controls and Procedures11990Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Annual Report on Form 10-K. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, because of material weakness in the Company’s internal control over financial reporting described below, our disclosure controls and procedures were not effective as of December 31, 2022.11991Management’s Report on Internal Control over Financial Reporting11992The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in the Exchange Act Rule 13a-15(f)). The Company’s internal control over financial reporting includes"119930000715787-20-000070,full_body,N/A,525,"tile-2020111911994000071578711995false119960000715787119972020-11-19119982020-11-1911999UNITED STATES12000SECURITIES AND EXCHANGE COMMISSION12001Washington, D.C. 205491200212003FORM120048-K1200512006CURRENT REPORT12007Pursuant to Section 13 or 15(d) of the12008Securities Exchange Act of 193412009Date of Report (Date of Earliest Event Reported):1201012011November 24, 20201201212013(12014November 19, 202012015)1201612017INTERFACE INC12018__________________1201912020(Exact name of Registrant as Specified in its Charter)12021Georgia 001-33994 58-145124312022(State or other Jurisdiction of Incorporation or Organization) (Commission FileNumber) (IRS EmployerIdentification No.)120231280 West Peachtree Street NW Atlanta Georgia 3030912024(Address of principal executive offices) (Zip code)12025Registrant’s telephone number, including area code: (1202677012027)12028437-68001202912030Not Applicable1203112032(Former name or former address, if changed since last report)12033Securities Registered Pursuant to Section 12(b) of the Act:12034Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered12035Common Stock, $0.10 Par Value Per Share TILE Nasdaq Global Select Market12036Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):12037☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)12038☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)12039☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (1"120400001064728-25-000115,legal_proceedings,P2_1,52,"Proceedings.12041The Company is subject to various legal and regulatory proceedings. For a description of its significant legal proceedings refer to Note 14. “Commitments and Contingencies” to the unaudited condensed consolidated financial statements included in Part I, Item 1. “Financial Statements” of this Quarterly Report, which information is incorporated by reference herein."120420000950170-24-021657,risk_factors,1A,25359,"F12043actors1204412045Our operating and financial results are subject to various risks and uncertainties. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties that we are unaware of, or that we currently believe are not material, may also become important factors that affect us. If any of the following risks occur, our business, financial condition, operating results and prospects could be materially and adversely affected. Because of the following factors, as well as other factors affecting our businesses, financial condition, operating results and prospects, past financial performance should not be considered a reliable indicator of future performance, and investors should not rely on historical trends to anticipate trends or results in the future.1204612047Risk Factors Summary1204812049Our business is subject to numerous risks and uncertainties and you should carefully consider all the information presented in the section entitled “Risk Factors” in this Annual Report. Some of the principal risks related to our business include the following:1205012051Risks Related to Our Business and Industry1205212053•12054our failure to successfully execute our succession plan for Patrick G. Ryan or other members of our senior management team or to recruit and retain revenue producers;1205512056•12057the impact of breaches in security that cause significant system or network disruption or business interruption;1205812059•12060the impact of improper disclosure of confidential, personal or proprietary da"120610000934549-16-000116,full_body,N/A,288,"8-K1206212063UNITED STATES12064SECURITIES AND EXCHANGE COMMISSION12065Washington, D.C. 2054912066FORM 8-K12067CURRENT REPORT12068Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193412069Date of Report (Date of earliest event reported): May 3, 201612070ACACIA RESEARCH CORPORATION12071(Exact name of registrant as specified in its charter)1207212073Delaware 000-26068 95-440575412074(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)1207512076520 Newport Center DriveNewport Beach, California 9266012077(Address of principal executive offices) (Zip Code)1207812079Registrant’s telephone number, including area code:12080(949) 480-83001208112082Not applicable1208312084(Former name or former address, if changed since last report.)12085Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):12086[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)12087[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)12088[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))12089[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))12090Item 8.01 Other Events.1209112092Cellular Communications Equipment LLC, a subsidiary of Acacia Research Corporation, entered into a settlement and license agreement with Amazon.com, Inc. This a"120930001564590-20-035085,controls_and_procedures,P1_4,1041,"AND PROCEDURES1209412095a) Evaluation of Disclosure Controls and Procedures1209612097The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) at the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures, as of the end of the period covered by this report, are effective to provide reasonable assurance that the information required to be disclosed by the Company in reports filed under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the rules and forms of the United States Securities and Exchange Commission (the “Commission”), and (ii) accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding the disclosure.1209812099281210012101b) Change in Internal Control over Financial Reporting1210212103There were no changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurring during the Company’s most recent fiscal quarter that have materially affected, or are reasonably likely to ma"121040001144204-18-027786,unregistered_sales,P2_2,572,"Sales of12105Equity Securities and Use of Proceeds.1210612107Not applicable.1210812109Item 3. Defaults Upon Senior12110Securities.1211112112Not applicable.1211312114Item 4. Mine Safety Disclosures.1211512116Not applicable.1211712118Item 5. Other Information.1211912120None.1212112122441212312124Item 6. Exhibits.12125121262.1 Agreement and Plan of Merger, dated as of August 15, 2007, by and among SMI Products, Inc., Nile Merger Sub, Inc. and Nile12127Therapeutics, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with the12128Commission on August 17, 2007).12129121302.2 Agreement and Plan of Merger and Reorganization, dated as of July 7, 2013, by and among Nile Therapeutics, Inc., Bovet Merger12131Corp. and Capricor, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with12132the Commission on July 9, 2013).12133121342.3 First Amendment to Agreement and Plan of Merger and Reorganization, dated as of September 27, 2013, by and between Nile Therapeutics,12135Inc., Bovet Merger Corp. and Capricor, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on12136Form 8-K, filed with the Commission on October 3, 2013).12137121383.1 Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s Current Report12139on Form 8-K, filed with the Commission on February 9, 2007).12140121413.2 Certificate of Amendment of Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s12142Current Report on Form 8-K, filed with the Commission on Novem"121430000008947-21-000181,controls_and_procedures,P1_4,225,"and Procedures12144Evaluation of Disclosure Controls and Procedures12145Under the supervision and with the participation of the Company's Chief Executive Officer and Chief Financial Officer, management of the Company has evaluated the effectiveness of the design and operation of the Company's disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective as of the end of the period covered by this Form 10-Q to provide reasonable assurance that information required to be disclosed by us in our reports filed or submitted under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules; and (ii) accumulated and communicated to our management, including our principal executive and financial officers, as appropriate to allow timely discussions regarding required disclosure.12146Changes in Internal Controls Over Financial Reporting12147There have been no significant changes in the Company's internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.121482712149Table of12150Contents12151PART II. OTHER"121520000006201-26-000032,controls_and_procedures,P1_4,364,"AND PROCEDURES12153Management’s Evaluation of Disclosure Controls and Procedures12154The term “disclosure controls and procedures” is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the Exchange Act). This term refers to the controls and procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms, and is accumulated and communicated to the company’s management, including the principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. An evaluation of the effectiveness of AAG’s and American’s disclosure controls and procedures as of March 31, 2026 was performed under the supervision and with the participation of AAG’s and American’s management, including AAG’s and American’s principal executive officer, the Chief Executive Officer (CEO), and principal financial officer, the Chief Financial Officer (CFO). Based on that evaluation, AAG’s and American’s management, including AAG’s and American’s CEO and CFO, concluded that AAG’s and American’s disclosure controls and procedures were effective as of March 31, 2026 at the reasonable assurance level.12155Changes in Internal Control over Financial Reporting12156During the quarter ended March 31"121570001104659-22-079566,full_body,N/A,733,"00013068301215812159false1216012161000130683012162121632022-07-1212164121652022-07-12121661216700013068301216812169us-gaap:CommonStockMember12170121712022-07-1212172121732022-07-12121741217500013068301217612177CE:SeniorUnsecuredNotesDue2023Member12178121792022-07-1212180121812022-07-12121821218300013068301218412185CE:SeniorUnsecuredNotesDue2025Member12186121872022-07-1212188121892022-07-12121901219100013068301219212193CE:SeniorUnsecuredNotesDue2027Member12194121952022-07-1212196121972022-07-12121981219900013068301220012201CE:SeniorUnsecuredNotesDue2028Member12202122032022-07-1212204122052022-07-121220612207iso4217:USD1220812209xbrli:shares1221012211iso4217:USD1221212213xbrli:shares1221412215UNITED STATES1221612217SECURITIES AND EXCHANGE COMMISSION1221812219Washington, D.C. 205491222012221FORM122228-K1222312224CURRENT REPORT1222512226Pursuant to Section 13 or 15(d) of12227the Securities Exchange Act of 19341222812229Date of Report (Date of earliest event reported):1223012231July 13, 2022 (12232July 12, 202212233)1223412235CELANESE CORPORATION1223612237(Exact name of registrant as specified in12238its charter)1223912240Delaware 001-32410 98-042072612241(State or other jurisdictionof incorporation) (Commission FileNumber) (IRS EmployerIdentification No.)1224212243222 West Las Colinas Blvd. Suite 900N12244,12245Irving12246,1224712248TX1224912250750391225112252(Address of Principal Executive Offices)12253(Zip Code)1225412255Registrant's telephone number, including12256area code:12257(1225897212259)1226012261443-40001226212263N/A1226412265(Former name or former address, if changed since last12266report)1226712268Check the appropriate box below12269if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following12270provisions (see General Instruction A.2. below):1227112272¨1227312274Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1227512276¨1227712278Solicit"122790001562401-16-000057,legal_proceedings,3,38,"PROCEEDINGS12280The Company currently is not subject to any material litigation nor, to management's knowledge, is any material litigation currently threatened against the Company other than routine litigation and administrative proceedings arising in the ordinary course of business."122810001437749-23-005782,controls_and_procedures,9A,1510,"AND PROCEDURES1228212283Evaluation of Disclosure Controls and Procedures1228412285The Company maintains a set of disclosure controls and procedures designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms. The Company’s disclosure controls and procedures are also designed to ensure that information required to be disclosed in Company reports filed under the Securities Exchange Act of 1934 is accumulated and communicated to the Company’s management, including the principal executive officer and the principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.1228612287An evaluation was carried out under the supervision and with the participation of the Company’s management, including the principal executive officer and the principal financial officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of the end of the period covered by this report on Form 10-K. Based on the evaluation, the principal executive officer and the principal financial officer have concluded that the Company’s disclosure controls and procedures were effective as of December 31, 2022.1228812289Report of Management on Internal Control Over Financial Reporting1229012291Management is responsible for establishing and maintai"122920001047469-16-010629,market_for_equity,5,776,"for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities1229312294Market Information1229512296Our common stock trades on the New York Stock Exchange (""NYSE"") under the symbol ""USNA."" The following table contains the reported high12297and low sales prices for our common stock as reported on the NYSE for the periods indicated:12298122992014 High Low12300First Quarter $ 78.35 $ 55.0112301Second Quarter $ 80.77 $ 66.5112302Third Quarter $ 80.86 $ 63.2212303Fourth Quarter $ 118.84 $ 71.0312304123052015 High Low12306First Quarter $ 114.99 $ 96.0412307Second Quarter $ 145.05 $ 112.8312308Third Quarter $ 176.88 $ 122.5412309Fourth Quarter $ 140.58 $ 103.351231012311The12312market price of our common shares is subject to fluctuations in response to variations in our quarterly operating results, general trends in the market for our products and product12313candidates, economic and currency exchange issues in the markets where we operate, as well as other factors, many of which are not within our control. In addition, broad market fluctuations, as well12314as general economic, business and political conditions may adversely affect the market for our common shares, regardless of our actual or projected performance.1231512316On12317February 26, 2016, the high and low sales prices of our common stock as reported by NYSE were $117.99 and $110.90, respectively.1231812319Shareholders1232012321As of February 26, 2016, we had approximately 294 holders of record of our common stock.1232212323Dividends1232412325We have never declared or paid cash dividends on our common stock. Futu"123260001096906-14-000606,md_and_a,P1_2,4990,"Discussion and Analysis of Financial Condition and Results of Operations1232712328General1232912330UTMD manufactures and markets a well-established range of specialty medical devices. The Company’s Form 10-K Annual Report for the year ended December 31, 2013 provides a detailed description of products, technologies, markets, regulatory issues, business initiatives, resources and business risks, among other details, and should be read in conjunction with this report. Because of the relatively short span of time, results for any given three month period in comparison with a previous three month period may not be indicative of comparative results for the year as a whole. Currency amounts in the report are in thousands, except per-share amounts or where otherwise noted. Currencies in this report are denoted as $ or USD = U.S. Dollars; AUD = Australia Dollars; GBP = UK Pound Sterling; and Euro = Euros.1233112332Analysis of Results of Operations1233312334a) Overview1233512336In the first calendar quarter (1Q) of 2014, UTMD maintained income before tax, net income and earnings per share consistent with the same quarter in 2013, despite five percent lower sales. This was achieved because profit margins improved in all income statement categories compared to the same quarter in the prior year, as follows:12337123381Q 2014 1Q 201312339Gross Profit Margin (gross profits/ sales): 61.6 % 60.5 %12340Operating Profit Margin (operating profits/ sales): 39.1 % 37.5 %12341EBT Margin (profits before income taxes/ sales): 38.5 % 36.5 %12342Net Profit Margin "123430000014272-26-000004,md_and_a,7,16544,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.12344Management’s discussion and analysis of financial condition and results of operations is provided as a supplement to and should be read in conjunction with the consolidated financial statements and related notes included elsewhere in this 2025 Form 10-K to enhance the understanding of our results of operations, financial condition and cash flows. Certain amounts in this 2025 Form 10-K may not sum due to rounding. Percentages have been calculated using unrounded amounts.12345The comparison of 2024 to 2023 results has been omitted from this Form 10-K and is incorporated by reference from our Form 10-K for the year ended December 31, 2024 “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” filed on February 12, 2025.12346EXECUTIVE SUMMARY12347Bristol-Myers Squibb Company is a global biopharmaceutical company whose mission is to discover, develop and deliver innovative medicines that help patients prevail over serious diseases. Refer to the Summary of Abbreviated Terms at the end of this 2025 Form 10-K for definitions of capitalized terms used throughout the document.12348In 2025, we have achieved multiple regulatory approvals across our portfolio, including the: (i) approval of12349Breyanzi12350for adults with relapsed or refractory FL and MCL in the EU, (ii) approval of12351Camzyos12352for the treatment of symptomatic obstructive HCM in Japan, (iii) approval of12353Opdivo12354+12355Yervoy12356as a first-line "123570001104659-12-034943,controls_and_procedures,P1_4,483,"AND PROCEDURES1235812359(a)1236012361Evaluation of Disclosure Controls and Procedures1236212363We maintain “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that are designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in Securities and Exchange Commission (“SEC”) rules and forms, and that such information is accumulated and communicated to our management, including our President and Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Based on their evaluation with the participation of the Company’s management, as of the end of the period covered by this Quarterly Report on Form 10-Q, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective.1236412365(b)1236612367Changes in Internal Control over Financial Reporting1236812369No change in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the fiscal quarter ended March 31, 2012 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.1237012371(c)1237212373Inherent Limitations on Effectiveness of Controls1237412375Our manag"123760001169770-20-000007,business,1,40004,"STATEMENTS12377BANC OF CALIFORNIA, INC.12378CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION12379($ in thousands, except share and per share data)12380December31,123812019 201812382ASSETS12383Cash and due from banks $ 28,890 $ 21,87512384Interest-earning deposits in financial institutions 344,582 369,71712385Total cash and cash equivalents 373,472 391,59212386Securities available-for-sale, carried at fair value 912,580 1,992,50012387Loans held-for-sale, carried at fair value 22,642 7,69012388Loans held-for-sale, carried at lower of cost or fair value — 42612389Loans receivable 5,951,885 7,700,87312390Allowance for loan losses (57,649 ) (62,192 )12391Loans receivable, net 5,894,236 7,638,68112392Federal Home Loan Bank and other bank stock, at cost 59,420 68,09412393Premises and equipment, net 128,021 129,39412394Bank owned life insurance 109,819 107,02712395Operating lease right-of-use assets 22,540 —12396Goodwill 37,144 37,14412397Investments in alternative energy partnerships, net 29,300 28,98812398Deferred income taxes, net 44,906 49,40412399Income tax receivable 4,233 2,69512400Other intangible assets, net 4,151 6,34612401Other assets 185,946 150,59612402Assets of discontinued operations — 19,49012403Total Assets $ 7,828,410 $ 10,630,06712404LIABILITIES AND STOCKHOLDERS’ EQUITY12405Noninterest-bearing deposits $ 1,088,516 $ 1,023,36012406Interest-bearing deposits 4,338,651 6,893,28412407Total deposits 5,427,167 7,916,64412408Federal Home Loan Bank advances 1,195,000 1,520,00012409Long-term debt, net 173,421 173,17412410Reserve for loss on repurchased loans 6,201 2,50612411Operating lease liabilities 23,692 —12412Acc"124130001144204-11-029301,md_and_a,P1_2,4565,"Discussion and Analysis of Financial Condition and Results of Operations.1241412415Overview1241612417We are a development stage biopharmaceutical company in the business of commercially developing innovative products for the treatment of cardiovascular diseases. We currently have rights to develop and commercialize two product candidates, described as follows:1241812419· Cenderitide,our lead product candidate, is a chimeric natriuretic peptide that we are developing for the treatment of heart failure. We plan to develop cenderitide for the treatment of patients for up to 90 days following admission for acutely decompensated heart failure, or ADHF. We also believe cenderitide may be useful in several other cardiovascular and renal indications. We are currently conducting a Phase I clinical trial in collaboration with Medtronic, Inc. Pursuant to an agreement with Medtronic, a portion of the costs to conduct this Phase I trial are being paid for by Medtronic.1242012421· CU-NP, is a pre-clinical rationally designed natriuretic peptide that consists of amino acid chains identical to those produced by the human body, specifically the ring structure of C-type natriuretic peptide, or CNP, and the N- and C-termini of Urodilatin, or URO. We are currently evaluating the potential for the chronic dosing of CU-NP, which could be used to treat a number of cardiovascular and renal diseases.1242212423We have no product sales to date and we will not generate any product revenue until we receive approval from the U.S. Food and Drug "124240000066570-16-000109,full_body,N/A,335,"Document1242512426UNITED STATES12427SECURITIES AND EXCHANGE COMMISSION12428Washington, D.C. 205491242912430FORM 8-K1243112432CURRENT REPORT12433Pursuant to Section 13 or 15(d)12434of the Securities Exchange Act of 193412435Date of Report (Date of earliest event reported): October 27, 20161243612437MSA SAFETY INCORPORATED12438(Exact name of registrant as specified in its charter)1243912440Pennsylvania 1-15579 46-491453912441(State or other jurisdictionof incorporation) (Commission File Number) (IRS EmployerIdentification Number)12442124431000 Cranberry Woods DriveCranberry Township, Pennsylvania 16066-520712444(Address of principal executive offices) (Zip Code)12445Registrant’s telephone number, including area code: 724-776-86001244612447Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1244812449o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1245012451o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1245212453o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1245412455o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))12456Item 2.02 Results of Operations and Financial Condition12457On October 27, 2016, the Company issued a press release announcing its financial results for the quarter ended September 30, 2016. The results from discontinued operations have been modified from amounts contained in such pres"124580001022408-11-000044,financial_statements,P1_1,7981,"Statements1245912460e12461Plus inc. AND SUBSIDIARIES1246212463UNAUDITED CONDENSED CONSOLIDATED12464BALAN12465CE SHEETS1246612467As ofSeptember 30,2011 As ofMarch 31, 201112468ASSETS (in thousands)12469Cash and cash equivalents $ 45,406 $ 75,75612470Accounts receivable—net 151,699 121,77112471Notes receivable—net 4,917 5,84312472Inventories—net 12,618 9,06212473Investment in leases and leased equipment—net 108,880 118,30812474Property and equipment—net 1,767 1,81712475Other assets 30,492 38,41512476Goodwill 22,283 18,60412477TOTAL ASSETS $ 378,062 $ 389,57612478LIABILITIES AND STOCKHOLDERS' EQUITY12479LIABILITIES12480Accounts payable—equipment $ 7,525 $ 7,25012481Accounts payable—trade 16,693 14,82112482Accounts payable—floor plan 63,760 63,84512483Salaries and commissions payable 7,813 8,06512484Accrued expenses and other liabilities 40,559 49,41412485Non-recourse notes payable 22,973 29,59212486Deferred tax liability 4,227 4,22712487Total Liabilities 163,550 177,21412488COMMITMENTS AND CONTINGENCIES (Note 9)12489STOCKHOLDERS' EQUITY12490Preferred stock, $.01 par value; 2,000,000 shares authorized; none issued or outstanding $ - $ -12491Common stock, $.01 par value; 25,000,000 shares authorized; 12,637,720 issued and 8,297,590 outstanding at September 30, 2011and 12,456,819 issued and 8,519,189 outstanding at March 31, 2011 126 12512492Additional paid-in capital 91,390 89,79212493Treasury stock, at cost, 4,340,130 and 3,937,630 shares, respectively (56,032 ) (45,998 )12494Retained earnings 178,691 167,92412495Accumulated other comprehensive income—foreign currency translation adjustment 337 51912496Total Stockholders' Equity"124970000950123-11-076857,financial_statements,P1_1,4496,"Statements1249812499SS&C TECHNOLOGIES HOLDINGS, INC. AND SUBSIDIARIES1250012501CONDENSED CONSOLIDATED BALANCE SHEETS1250212503(in thousands, except per share data)1250412505(unaudited)1250612507June 30, December 31,125082011 201012509ASSETS12510Current assets:12511Cash and cash equivalents $ 82,642 $ 84,84312512Accounts receivable, net of allowance for doubtful12513accounts of $2,423 and $1,986, respectively 44,728 45,53112514Prepaid expenses and other current assets 6,622 5,93212515Prepaid income taxes 8,522 2,24212516Deferred income taxes 1,268 1,14212517Total current assets 143,782 139,69012518Property and equipment:12519Leasehold improvements 5,860 5,60512520Equipment, furniture, and fixtures 33,629 30,4071252139,489 36,01212522Less accumulated depreciation (25,525 ) (22,442 )12523Net property and equipment 13,964 13,57012524Deferred income taxes 660 68612525Goodwill (Note 10) 945,079 926,66812526Intangible and other assets, net of accumulated amortization of12527$172,695 and $153,123, respectively 182,750 195,11212528Total assets $ 1,286,235 $ 1,275,72612529LIABILITIES AND STOCKHOLDERS’ EQUITY12530Current liabilities:12531Current portion of long-term debt (Note 5) $ 1,471 $ 1,70212532Accounts payable 4,201 3,79012533Accrued employee compensation and benefits 9,010 16,85412534Other accrued expenses 11,973 11,05212535Interest payable 652 1,30512536Deferred maintenance and other revenue 48,992 41,67112537Total current liabilities 76,299 76,37412538Long-term debt, net of current portion (Note 5) 202,281 289,09212539Other long-term liabilities 13,687 12,34312540Deferred income taxes 35,324 40,73412541Total liabilities 327,591 418,54312542Commitments an"125430001558370-19-002131,selected_financial_data,6,461,"FINANCIAL DATA1254412545The following table presents our selected historical consolidated financial data. The consolidated statements of operations data for the three fiscal years ended December 31, 2018, 2017 and 2016 and the consolidated balance sheet data as of December 31, 2018 and 2017 are derived from our audited consolidated financial statements included elsewhere in this annual report on Form 10-K.1254612547The consolidated statements of operations data for the years ended December 31, 2015 and 2014, and the balance sheet data as of December 31, 2016, 2015 and 2014 are derived from audited financial statements that are not included in this annual report on Form 10-K.1254812549The selected historical consolidated balance sheet and operating data presented below should be read in conjunction with the consolidated financial statements and the notes to such statements and “Management's Discussion and Analysis of Financial Condition and Results of Operations” included elsewhere in this annual report on Form 10-K. Historical results are not necessarily indicative of the results to be expected in the future.1255012551Year ended December 31,12552(in thousands, except per share data) 2018 2017 2016 2015 201412553(As Revised)(1) (As Revised)(1) (1) (1)12554Selected Statement of Operations Data:12555Total revenues $ 257,654 $ 209,625 $ 212,512 $ 190,355 $ 159,28912556Total cost and expenses 372,282 344,966 313,562 250,193 158,62412557Interest expense and other (expense) income, net (13,205) (1,833) 865 (10,437) (5,817)12558Income tax exp"125590001140361-11-046475,full_body,N/A,1043,"form8k.htm1256012561SECURITIES AND EXCHANGE COMMISSION1256212563Washington, D.C. 205491256412565FORM 8-K1256612567CURRENT REPORT1256812569Pursuant to Section 13 or 15(d) of1257012571the Securities Exchange Act of 19341257212573Date of Report (Date of earliest event reported)12574Sept. 19, 20111257512576Commission FileNumber Exact Name of Registrant as Specified in its Charter; State ofIncorporation; Address of Principal Executive Offices; andTelephone Number IRS EmployerIdentificationNumber12577001-3034 XCEL ENERGY INC.(a Minnesota corporation)414 Nicollet MallMinneapolis, Minnesota 55401(612) 330-5500 41-04480301257812579Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):1258012581o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1258212583o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1258412585o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1258612587o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1258812589Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.1259012591Resignations and Elections of Officers1259212593On September 19, 2011, Xcel Energy Inc. (Xcel Energy) announced that the following officers were elected to the positions as described below effective"125940000766704-25-000009,financial_statements,8,36711,"of Independent Registered Public Accounting Firm (PCAOB ID:42) 7912595Consolidated Balance Sheets – December 31, 2024 and 2023 8112596Consolidated Statements of Comprehensive Income — Years ended December 31, 2024, 2023 and 2022 8212597Consolidated Statements of Equity — Years ended December 31, 2024, 2023 and 2022 8412598Consolidated Statements of Cash Flows — Years ended December 31, 2024, 2023 and 2022 8512599Notes to Consolidated Financial Statements 8612600Page number link to schedule III 134126012. The following Financial Statement Schedules are included beginning on page1260213412603III – Real Estate and Accumulated Depreciation12604IV – Mortgage Loans on Real Estate12605All other schedules have been omitted because they are inapplicable or not required or the information is included elsewhere in the Consolidated Financial Statements or notes thereto.126063. Exhibits:12607The exhibits listed below are either filed with this Form 10-K or incorporated by reference in accordance with Rule 12b-32 of the Securities Exchange Act of 1934.12608125126092.112610Agreement and Plan of Merger, dated March 7, 2022, by and among12611the Company12612, WELL Merger Holdco Inc.12613and WELL Merger Holdco Sub Inc. (filed with the Commission as Exhibit 2.1 to the Company's Form 8-K filed12614on12615March 7, 2022 (File No. 001-08923), and incorporated herein by reference thereto).126163.112617Restated Certificate of Incorporation of12618the12619C12620ompany12621. (filed with the Commission as Exhibit 3.2 to the Form 8-K filed on May 24, 2024 (File No. 001-08923), and incorporated herein by refere"126220000028823-23-000086,full_body,N/A,597,"dbd-2023041012623000002882312624False126250000028823126262023-04-10126272023-04-10126280000028823126292023-03-24126302023-03-2412631UNITED STATES12632SECURITIES AND EXCHANGE COMMISSION12633Washington, D.C. 2054912634FORM126358-K12636CURRENT REPORT12637Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 193412638Date of Report (Date of Earliest Event Reported):12639April 10, 202312640Diebold Nixdorf, Incorporated12641(Exact name of registrant as specified in its charter)12642__________________________________________________________12643Ohio 1-4879 34-018397012644(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)1264550 Executive Parkway, P.O. Box 252012646Hudson, Ohio 4423612647(Address of principal executive offices) (Zip Code)12648Registrant's telephone number, including area code: (1264933012650)12651490-400012652Not Applicable12653Former name or former address, if changed since last report12654Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:12655☐12656Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)12657☐12658Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)12659☐12660Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))12661☐12662Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))12663Securities registered pursuant to Section 12(b) of the Act:12664Title of each class Tradin"126650001559865-18-000080,risk_factors,P2_1A,67,"Factors12666There have been no material changes from the risk factors previously disclosed under Item 1A. of the Company’s 2017 Form 10-K.12667The risks described in our 2017 Form 10-k are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or results of operations."126680001628280-26-034787,quantitative_disclosures,P1_3,93,"and Qualitative Disclosures About Market Risk12669Market risk represents the risk of loss that may impact our financial position because of adverse changes in financial market prices and rates. Our market risk exposure is primarily a result of exposure resulting from potential changes in interest rates or foreign exchange rates. We may use certain derivative financial instruments, such as foreign currency and interest rate hedges, but only as a risk management tool and not for speculative or trading purposes. There have been no material changes to market risk since December 31, 2025.1267034"126710000914121-10-001274,full_body,N/A,303,"fe21368701-8k.htm1267212673UNITED STATES1267412675SECURITIES AND EXCHANGE COMMISSION1267612677WASHINGTON, DC 205491267812679FORM 8-K1268012681CURRENT REPORT1268212683Pursuant to Section 13 or 15(d) of the1268412685Securities Exchange Act of 19341268612687Date of report (Date of earliest event reported): December 27, 20101268812689Frequency Electronics, Inc.12690(Exact Name of Registrant as Specified in Its Charter)12691Delaware 1-8061 11-198665712692(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)1269355 Charles Lindbergh Blvd., Mitchel Field, New York 1155312694(Address of Principal Executive Offices) (Zip Code)1269512696Registrant’s telephone number, including area code:12697516-794-45001269812699(Former Name or Former Address, if Changed Since Last Report)1270012701Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (12702see12703General Instruction A.2. below):1270412705o12706Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1270712708o12709Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1271012711o12712Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1271312714o12715Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1271612717Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.1271812719E. Donald Shapiro, a mem"127200001193125-12-255596,full_body,N/A,392,"Form 8-K1272112722UNITED STATES1272312724SECURITIES AND EXCHANGE COMMISSION1272512726Washington, D.C. 205491272712728FORM 8-K1272912730CURRENT REPORT1273112732Pursuant to Section 13 or 15(d) of the Securities12733Exchange Act of 19341273412735Date of Report (Date of earliest event reported):12736May 31, 2012 (May 24, 2012)1273712738CARE INVESTMENT TRUST INC.1273912740(Exact Name of Registrant as Specified in Charter)1274112742Maryland 000-54474 38-375432212743(State or Other Jurisdictionof Incorporation) (Commission File Number) (I.R.S. EmployerIdentification No.)1274412745780 Third Avenue, 21st Floor, New York, New York 1001712746(Address of Principal Executive Offices) (Zip Code)1274712748Registrant’s telephone number, including area code:12749(212) 446-14101275012751N/A1275212753(Former name or former address, if changed since last report)1275412755Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):1275612757¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1275812759¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1276012761¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1276212763¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1276412765Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain12766Officers; Compensatory Arrangements of Certain Officers.1276712768(b)12769Departure of Officer"127700001408075-17-000013,full_body,N/A,327,"Document1277112772UNITED STATES12773SECURITIES AND EXCHANGE COMMISSION12774Washington, D.C. 205491277512776FORM 8-K1277712778CURRENT REPORT12779Pursuant to Section 13 or 15(d) of the12780Securities Exchange Act of 193412781Date of Report (Date of earliest event12782reported): March 15, 201712783GRAPHIC PACKAGING HOLDING COMPANY12784(Exact name of registrant as specified in its charter)1278512786Delaware 001-33988 26-040542212787(State or other jurisdictionof incorporation) (Commission File Number) (IRS EmployerIdentification No.)12788127891500 Riveredge Parkway, Suite 10012790Atlanta, Georgia 3032812791(Address of principal executive offices)12792(770) 240-720012793(Registrant’s telephone number, including area code)1279412795Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1279612797¨12798Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1279912800¨12801Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1280212803¨12804Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1280512806¨12807Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))12808Item 8.01 Other Events12809On March 15, 2017, Graphic Packaging Holding Company announced that it will be revising the record date for its recently announced quarterly dividend payable on April 5, 2017. The Company does not expect the amount of the dividend, $.075 per share, or the payable date of the di"128100001428439-23-000017,controls_and_procedures,P1_4,235,"and Procedures12811Evaluation of Disclosure Controls and Procedures12812Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this Quarterly Report, our disclosure controls and procedures were, in design and operation, effective at a reasonable assurance level.12813Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all errors and all fraud. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objective and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.12814Changes in Internal Control Over Financial Reporting12815There was no change in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended March 31, 2023 that has materially affected, or is reasonably likely to materially affect, our "128160000891166-24-000027,md_and_a,P1_2,16368,"Discussion and Analysis of Financial Condition and Results of Operations12817Unless the context otherwise requires, all references to “we,” “us,” “our,” and “Company” refer to Universal Insurance Holdings, Inc. (“UVE”) and its wholly-owned subsidiaries. You should read the following discussion together with our unaudited condensed consolidated financial statements (“Financial Statements”) and the related notes thereto included in “Part I, Item 1—Financial Statements,” and our audited condensed consolidated financial statements and the related notes thereto included in “Part II, Item 8—Financial Statements and Supplementary Data” in our Annual Report on Form 10-K for the year ended December 31, 2023. Operating results for any one quarter are not necessarily indicative of results to be expected for any quarter or for the year.12818Cautionary Note Regarding Forward-Looking Statements12819In addition to historical information, this report may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The forward-looking statements anticipate results based on our estimates, assumptions and plans that are subject to uncertainty. These forward-looking statements may be identified by their use of words like “plans,” “seeks,” “expects,” “will,” “should,” “anticipates,” “estimates,” “intends,” “believes,” “likely,” “targets,” and other words with similar m"128200001638833-20-000056,full_body,N/A,513,"sgry-2020080512821000163883312822FALSE128230001638833128242020-08-05128252020-08-0512826UNITED STATES12827SECURITIES AND EXCHANGE COMMISSION12828Washington, D.C. 2054912829Form128308-K12831CURRENT REPORT12832Pursuant to Section 13 or 15(d) of the12833Securities Exchange Act of 193412834Date of Report (Date of earliest event reported):August 5, 202012835Surgery Partners, Inc.12836(Exact Name of Registrant as Specified in Charter)12837Delaware 001-37576 47-362092312838(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)12839310 Seven Springs Way, Suite 50012840Brentwood12841,12842Tennessee12843128443702712845(Address of Principal Executive Offices) (Zip Code)12846(1284761512848)12849234-590012850(Registrant’s Telephone Number, Including Area Code)12851Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:12852☐12853Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)12854☐12855Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)12856☐12857Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))12858☐12859Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))12860Securities registered pursuant to Section 12(b) of the Act:12861Title of each class Trading Symbol(s) Name of each exchange on which registered12862Common Stock, par value $0.01 per share SGRY The Nasdaq Global Select Market12863Indicate by check mark whether the reg"128640001144204-11-059805,risk_factors,P2_1A,24,"Factors1286512866Our risk factors have not changed materially since they were described in our 2010 Annual Report on Form 10-K filed February 25, 2011."128670001373715-16-000324,risk_factors,1A,15207,"FACTORS1286812869Investing in our securities involves a high degree of risk. You should consider carefully the risks and uncertainties described below, together with all of the other information in this Annual Report on Form 10-K, including our consolidated financial statements and related notes report, before making an investment decision. We have identified the following risks and uncertainties that may have a material adverse effect on our business, financial condition, results of operations and future prospects. Our business could be adversely affected by any of these risks. The trading price of our common stock could decline due to any of these risks, and you may lose all or part of your investment.1287012871Risks Related to Our Business and Industry12872We expect our revenue growth rate to continue to decline, and we expect to continue to incur losses in accordance with U.S. Generally Accepted Accounting Principles, or GAAP.12873From the year ended June 30, 2009 to the year ended12874December 31, 201512875, our revenues grew from $19.3 million to12876$1.0 billion12877. Although we experienced revenue growth in prior periods, our revenue growth rate is declining and we expect that it will continue to decline into the foreseeable future. We also expect our costs to increase in future periods as we continue to invest in our capacity to support anticipated growth. These investments may not result in increased revenues or growth in our business. Even if our revenues continue to increase, we expect to continue to i"128780001193125-17-232892,full_body,N/A,1534,"Form 8-K1287912880UNITED STATES1288112882SECURITIES AND EXCHANGE COMMISSION1288312884WASHINGTON, D.C. 205491288512886FORM 8-K1288712888CURRENT REPORT1288912890Pursuant12891to Section 13 or 15(d)1289212893of the Securities Exchange Act of 19341289412895Date of Report (Date of Earliest Event Reported): July 18, 20171289612897Hilton Grand Vacations Inc.1289812899(Exact Name of Registrant as Specified in its Charter)1290012901Delaware 001-37794 81-254534512902(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)129036355 MetroWest Boulevard, Suite 180 Orlando, Florida 3283512904(Address of principal executive offices) (Zip Code)1290512906(407) 722-31001290712908(Registrant’s Telephone Number, Including Area Code)1290912910Not Applicable1291112912(Former12913Name or Former Address, if Changed Since Last Report)1291412915Check the appropriate box below12916if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1291712918☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1291912920☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1292112922☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1292312924☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1292512926Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this12927chapter) or Rule 12b-2 of the Securities Exchange Act of 1934"129280001193125-17-319331,md_and_a,P1_2,8745,"Discussion and Analysis of Financial Condition and Results of Operations.1292912930This Quarterly Report on Form1293110-Q12932contains “forward-looking statements” within the meaning12933of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include any statements that address future results or occurrences. In some cases you can identify forward-looking statements by terminology such as “may,”12934“might,” “will,” “would,” “should,” “could” or the negative thereof. Generally, the words “anticipate,” “believe,” “continue,” “expect,” “intend,”12935“estimate,” “project,” “plan” and similar expressions identify forward-looking statements. In particular, statements about our expectations, beliefs, plans, objectives, assumptions or future events or performance12936contained are forward-looking statements.1293712938We have based these forward-looking statements on our current expectations, assumptions,12939estimates and projections. While we believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks, uncertainties and other factors, many of12940which are outside of our control, which could cause our actual results, performance or achievements to differ materially from any results, performance or achievements expressed or implied by such forward-looking statements. These risks,12941uncertainties and other factors include, but are not limited to:1294212943• our significant indebtedness, our ability to me"129440001193125-24-040151,full_body,N/A,581,"8-K1294512946TEXAS INSTRUMENTS INC1294712948DE1294912950TX1295112952false129531295400000974761295512956000009747612957129582024-02-1512959129602024-02-151296112962UNITED STATES1296312964SECURITIES AND EXCHANGE COMMISSION1296512966Washington, D.C. 205491296712968FORM129698-K1297012971CURRENT REPORT1297212973PURSUANT TO SECTION 13 OR 15(d)1297412975OF THE SECURITIES EXCHANGE ACT OF 19341297612977DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):12978February 15, 20241297912980TEXAS INSTRUMENTS INCORPORATED1298112982(Exact name of registrant as specified in charter)1298312984DELAWARE 001-03761 75-028997012985(State or other jurisdictionof incorporation) (Commissionfile number) (I.R.S. employeridentification no.)129861298712500 TI BOULEVARD12988DALLAS,TEXAS7524312989(Address of principal executive offices)1299012991Registrant’s telephone number, including area code:12992(214)1299312994479-37731299512996Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1299712998☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1299913000☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1300113002☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1300313004☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1300513006Securities registered pursuant to Section 12(b) of the Act:1300713008Title of each class TradingSymbol(s) Name of each exchangeon which registered13009Common Stock, par value $1.00 TXN The Nasdaq Global Select Market1301013011Indicate by check mark whether the"130120001360604-14-000009,full_body,N/A,884,"8-K Special Meeting1301313014UNITED STATES13015SECURITIES AND EXCHANGE COMMISSION13016WASHINGTON, D.C. 205491301713018FORM 8-K1301913020CURRENT REPORT13021Pursuant to Section 13 or 15(d) of the13022Securities Exchange Act of 193413023Date of Report (Date of earliest event reported): February 19, 2014 (February 19, 2014)13024HEALTHCARE TRUST OF AMERICA, INC.13025(Exact Name of Registrant as Specified in its Charter)1302613027Maryland 001-35568 20-473846713028(State or other jurisdiction ofincorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.)1302916435 N. Scottsdale Road, Suite 320Scottsdale, Arizona 8525413030(Address of principal executive offices) (Zip Code)13031(480) 998-347813032(Registrant’s telephone number, including area code)13033Not applicable13034(Former name or former address, if changed since last report.)1303513036Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:13037¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)13038x Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)13039¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))13040¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))13041Item 8.01 Other Events.13042On January 23, 2014, Healthcare Trust of America, Inc. (the “Company”) filed a definitive proxy statement (the “Proxy Statement”) with the Securities and"130430001558370-21-003074,business,1,29866,"General13044FS Bancorp, Inc. (“FS Bancorp” or the “Company”), a Washington corporation, was organized in September 2011 for the purpose of becoming the holding company of 1st Security Bank of Washington (“1st Security Bank of Washington” or the “Bank”) upon the Bank’s conversion from a mutual to a stock savings bank (“Conversion”). The Conversion was completed on July 9, 2012. At December 31, 2020, the Company had consolidated total assets of $2.11 billion, total deposits of $1.67 billion, and stockholders’ equity of $230.0 million. The Company has not engaged in significant activity other than holding the stock of the Bank. Accordingly, the information set forth in this Annual Report on Form 10-K (“Form 10-K”), including the consolidated financial statements and related data, relates primarily to the Bank.13045​130461st Security Bank of Washington is a relationship-driven community bank. The Bank delivers banking and financial services to local families, local and regional businesses and industry niches within distinct Puget Sound area communities. The Bank emphasizes long-term relationships with families and businesses within the communities served, working with them to meet their financial needs. The Bank is also actively involved in community activities and events within these market areas, which further strengthens relationships within these markets. The Bank has been serving the Puget Sound area since 1907. Originally chartered as a credit union, and known as Washington’s Credit Un"130470001018724-17-000011,selected_financial_data,6,264,"Consolidated Financial Data13048The following selected consolidated financial data should be read in conjunction with the consolidated financial statements and the notes thereto in Item 8 of Part II, “Financial Statements and Supplementary Data,” and the information contained in Item 7 of Part II, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Historical results are not necessarily indicative of future results.1304913050Year Ended December 31,130512012 2013 2014 2015 201613052(in millions, except per share data)13053Statements of Operations:13054Net sales $ 61,093 $ 74,452 $ 88,988 $ 107,006 $ 135,98713055Operating income $ 676 $ 745 $ 178 $ 2,233 $ 4,18613056Net income (loss) $ (39 ) $ 274 $ (241 ) $ 596 $ 2,37113057Basic earnings per share (1) $ (0.09 ) $ 0.60 $ (0.52 ) $ 1.28 $ 5.0113058Diluted earnings per share (1) $ (0.09 ) $ 0.59 $ (0.52 ) $ 1.25 $ 4.9013059Weighted-average shares used in computation of earnings per share:13060Basic 453 457 462 467 47413061Diluted 453 465 462 477 48413062Statements of Cash Flows:13063Net cash provided by (used in) operating activities $ 4,180 $ 5,475 $ 6,842 $ 11,920 $ 16,44313064December 31,130652012 2013 2014 2015 201613066(in millions)13067Balance Sheets:13068Total assets $ 32,555 $ 40,159 $ 54,505 $ 64,747 $ 83,40213069Total long-term obligations $ 5,361 $ 7,433 $ 15,675 $ 17,476 $ 20,30113070___________________13071(1) For further discussion of earnings per share, see Item 8 of Part II, “Financial Statements and Supplementary Data—Note 1—Description of Business and Accounting Policie"130720001527166-18-000028,unregistered_sales,P2_2,922,"Sales of Equity Securities and Use of Proceeds13073Issuer Purchases of Equity Securities13074The following table sets forth repurchases of our common units during the13075three months ended September 30, 201813076for the periods indicated:13077Period (a) Total number of unitspurchased (b) Average price paid per unit (c) Total number of units purchased as part of publicly announced plans or programs (d) Maximum number (or approximate dollar value) of units that may yet be purchased under the plans or programs13078(Dollars in millions, except unit and per unit data)13079July 1, 2018 toJuly 30, 2018(1)(2) 299,865 $ 21.84 299,865 $ 83.313080August 1, 2018 toAugust 31, 2018(1)(2) 1,230,177 24.32 1,230,177 $ 53.413081September 1, 2018 toSeptember 30, 2018(1) — — — $ 53.413082Total 1,530,042 1,530,04213083(1) In February 2016, the Board of Directors of the general partner of the Partnership authorized the repurchase of up to $200 million of common units and/or Carlyle Holdings units. Under this unit repurchase program, units may be repurchased from time to time in open market transactions, in privately negotiated transactions or otherwise. We expect that the majority of repurchases under this program will be done via open market transactions. No units will be repurchased from our executive officers under this program. The timing and actual number of common units and/or Carlyle Holdings units repurchased will depend on a variety of factors, including legal requirements, price, and economic and market conditions. This unit repu"130840000726958-23-000097,risk_factors,P2_1A,27,"Factors13085There have been no material changes in our “risk factors” from those previously disclosed in our 2023 Annual Report on Form 10-K.130862213087Table of Contents"130880000798941-18-000006,controls_and_procedures,9A,37765,"and Procedures13089BancShares' management, with the participation of its Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of BancShares' disclosure controls and procedures as of the end of the period covered by this Annual Report, in accordance with Rule 13a-15 of the Securities Exchange Act of 1934 (Exchange Act). Based upon that evaluation, as of the end of the period covered by this report, the Chief Executive Officer and the Chief Financial Officer concluded that BancShares' disclosure controls and procedures were effective to provide reasonable assurance that it is able to record, process, summarize and report in a timely manner the information required to be disclosed in the reports it files under the Exchange Act.13090No changes in BancShares' internal control over financial reporting occurred during the13091fourth quarter13092of13093201713094that have materially affected, or are reasonably likely to materially affect, BancShares' internal control over financial reporting.13095MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING1309613097The management of First Citizens BancShares, Inc. (BancShares) is responsible for establishing and maintaining adequate internal control over financial reporting. BancShares’ internal control system was designed to provide reasonable assurance to the company’s management and Board of Directors regarding the preparation and fair presentation of published financial statements. As permitted b"130980001309108-18-000118,legal_proceedings,P2_1,91,"Proceedings.13099As of the date of this filing, we are not involved in any material legal proceedings. We also were not involved in any material legal proceedings that were terminated during the second quarter of 2018. However, from time to time, we are subject to legal proceedings and claims in the ordinary course of business. As of the date of this filing, the current estimate of a reasonably possible loss contingency from all legal proceedings is not material to the Company’s consolidated financial position, results of operations, cash flows or liquidity."131000001050915-25-000047,controls_and_procedures,P1_4,628,"and Procedures.13101Attached as exhibits to this Quarterly Report on Form 10-Q are certifications of Quanta’s Chief Executive Officer and Chief Financial Officer that are required in accordance with Rule 13a-14 of the Securities Exchange Act of 1934, as amended (the Exchange Act). This Item 4. section includes information concerning the controls and controls evaluation referred to in the certifications, and it should be read in conjunction with the certifications for a more complete understanding of the topics presented.13102381310313104Evaluation of Disclosure Controls and Procedures13105Our management has established and maintains a system of disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act, such as this Quarterly Report on Form 10-Q, is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms. The disclosure controls and procedures are also designed to provide reasonable assurance that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.13106As of the end of the period covered by this Quarterly Report, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13a-15(b), as such disclosure control"131070001628280-16-015523,unregistered_sales,P2_2,556,"Sales of Equity Securities and Use of Proceeds13108In the quarter ended March 31, 2016, the Company issued 227,437 Class A subordinate voting shares to management of certain of the Company’s acquired subsidiaries in transactions exempt from registration under the Securities Act of 1933, as amended. These shares were issued as payments in lieu of cash for the Company’s obligation to make deferred payments as part131094413110Table of Contents13111of the purchase price for prior acquisitions and therefore did not result in any proceeds to the Company. No commissions were paid to any person in connection with the issuance or sale of these shares.13112Item 3.13113Defaults Upon Senior Securities13114None13115Item 4.13116Mine Safety Disclosures1311713118Not applicable13119Item 5.13120Other Information13121None.13122Item 6.13123Exhibits1312413125The exhibits required by this item are listed on the Exhibit Table.131264513127Table of Contents13128SIGNATURES1312913130Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.1313113132MDC PARTNERS INC.13133/s/ David Doft13134David Doft13135Chief Financial Officer and Authorized Signatory13136May 4, 2016131374613138Table of Contents13139EXHIBIT INDEX1314013141Exhibit No. Description131424.1 Indenture relating to the 6.50% Senior Notes, dated as of March 23, 2016, among the Company, the Guarantors and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Form 8-K filed on March 23, 2016).131434.2 Form of 6.50% Se"131440000715072-16-000108,properties,2,195,"The main office of the Company is located at 209 Troy Street, Tupelo, Mississippi. Various departments occupy each floor of the five-story building. The Technology Center, also located in Tupelo, houses electronic data processing, document preparation, document imaging, loan servicing and deposit operations.13145As of December 31, 2015, Renasant operated 131 full-service branches, 13 limited-service branches and an ATM network, which includes 133 ATMs at on-premise locations and 17 ATMs located at off-premise sites. Our Community Banks and Wealth Management segments operate out of all of these offices.13146The Bank owns 102 of its 131 full-service branch banking facilities. The remaining 29 full-service branches are under lease agreements. The Bank owns 11 of the 13 limited-service branches. The Bank also operates 21 locations used exclusively for Mortgage Banking, of these 3 are owned by the Bank with the remaining 18 under lease agreements. The 49 banking facilities that are occupied under leases have unexpired terms ranging from 1 to 30 years.13147Renasant Insurance, a wholly-owned subsidiary of the Bank, owns seven offices - one each in Ackerman, Corinth, Durant, Kosciusko, Louisville, Starkville and Tupelo, Mississippi.13148None of our properties are subject to any material encumbrances."131490000950123-10-103894,changes_in_accounting,9,21,"IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND13150FINANCIAL DISCLOSURE1315113152None.131531315472 The Greenbrier13155Companies 2010 Annual Report1315613157Table of Contents"131580001193125-23-174006,full_body,N/A,1324,"8-K1315913160false131611316200016726191316313164000167261913165131662023-06-2313167131682023-06-231316913170UNITED STATES1317113172SECURITIES AND EXCHANGE COMMISSION1317313174Washington, D.C. 205491317513176FORM131778-K1317813179CURRENT REPORT1318013181Pursuant to Section 13 OR 15(d)1318213183of The Securities Exchange Act of 19341318413185Date of Report (Date of earliest event reported):1318613187June 23, 20231318813189Enliven Therapeutics, Inc.1319013191(Exact name of registrant as specified in its charter)1319213193Delaware 001-39247 81-152384913194(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)13195131966200 Lookout RoadBoulder,CO 8030113197(Address of principal executive offices) (Zip Code)1319813199(720)1320013201647-85191320213203(Registrant’s telephone number, including area code)1320413205Not Applicable1320613207(Former name or former address, if changed since last report)1320813209Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):1321013211☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1321213213☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1321413215☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1321613217☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1321813219Securities registered pursuant to Section 12(b) of the Act:1322013221Title of each class TradingSymbol(s) Name of each exchangeon which registered13222Commo"132230000766421-16-000118,full_body,N/A,440,"Document1322413225UNITED STATES13226SECURITIES AND EXCHANGE COMMISSION13227WASHINGTON, DC 2054913228FORM 8-K13229CURRENT REPORT PURSUANT13230TO SECTION 13 OR 15(D) OF THE13231SECURITIES EXCHANGE ACT OF 193413232December 19, 201613233(Date of earliest event reported)13234ALASKA AIR GROUP, INC.13235(Exact Name of Registrant as Specified in Its Charter)13236Delaware13237(State or Other Jurisdiction of Incorporation)132381-8957 91-129205413239(Commission File Number) (IRS Employer Identification No.)1324019300 International Boulevard, Seattle, Washington 9818813241(Address of Principal Executive Offices) (Zip Code)13242(206) 392-504013243(Registrant's Telephone Number, Including Area Code)13244(Former Name or Former Address, if Changed Since Last Report)13245Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (13246see13247General Instruction A.2. below):13248o13249Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)13250o13251Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)13252o13253Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))13254o13255Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1325613257ITEM 7.01. Regulation FD Disclosure13258On December 19, 2016, Alaska Air Group, Inc. (the ""Company"") issued a press release announcing the separation of the Company's marketing and codeshare agreement with Delta Air lines, Inc. ("132590000950170-24-018021,md_and_a,7,14941,"Discussion and Analysis of13260Financial Condition and Results of Operations1326113262You should read this discussion together with our Consolidated Financial Statements and the accompanying Notes to Consolidated Financial Statements included elsewhere in this Form 10-K.1326313264Executive Overview1326513266We are one of the nation’s largest healthcare companies. Our affiliates are leading providers of healthcare services, developing and operating healthcare delivery systems in 40 distinct markets across 15 states. As of December 31, 2023, our subsidiaries own or lease 71 affiliated hospitals, with approximately 12,000 beds, and operate more than 1,000 sites of care, including physician practices, urgent care centers, freestanding emergency departments, occupational medicine clinics, imaging centers, cancer centers and ambulatory surgery centers. We generate revenues by providing a broad range of general and specialized hospital healthcare services and outpatient services to patients in the communities in which we are located. For the hospitals that we own and operate, we are paid for our services by governmental agencies, private insurers and directly by the patients we serve.1326713268Economic conditions in the United States continue to be challenging in various respects, and the United States economy continues to experience significant inflationary pressures, elevated interest rates and challenging labor market conditions. Taking into account these factors, we have incurred in certain recent periods, and may"132690000040533-16-000088,full_body,N/A,334,"Document1327013271UNITED STATES13272SECURITIES AND EXCHANGE COMMISSION13273Washington, D.C. 205491327413275Form 8-K1327613277CURRENT REPORT13278PURSUANT TO SECTION 13 OR 15(d)13279OF THE SECURITIES EXCHANGE ACT OF 193413280Date of Report (Date of earliest event reported)13281October 26, 201613282(13283October 26, 201613284)13285GENERAL DYNAMICS CORPORATION13286(Exact Name of Registrant as Specified in Its Charter)13287Delaware 1-3671 13-167358113288(State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)132892941 Fairview Park Drive, Suite 100, Falls Church, Virginia 22042-451313290(Address of Principal Executive Offices) (Zip Code)13291(703) 876-300013292(Registrant’s Telephone Number, Including Area Code)13293Not Applicable13294(Former Name or Former Address, If Changed Since Last Report.)13295Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1329613297¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)13298¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)13299¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d- 2(b))13300¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))13301-13302113303-13304Item 2.02 Results of Operations and Financial Condition13305On13306October 26, 201613307, General Dynamics announced its financial results for the quarter ended13308October 2, 201613309. A copy of the pre"133100001437749-22-007725,business,1,16713,"Overview1331113312We are a specialty pharmaceutical company focused on the discovery and development of treatments for central nervous system, or CNS, and rare disease indications that allow us to target high-value areas with significant unmet needs. Our core competency is the discovery and development of proprietary prodrugs to treat serious medical conditions through our proprietary Ligand Activated Therapy, or LAT13313®13314, platform technology. We utilize our proprietary LAT platform technology to generate improved prodrug versions of drugs approved by the U.S. Food and Drug Administration, or FDA, as well as to generate prodrug versions of existing compounds that may have applications for new disease indications. Our prodrug product candidate pipeline is currently focused on the high need areas of idiopathic hypersomnia, or IH, and other CNS/rare diseases. Our approved product, AZSTARYS13315®13316, formerly referred to as KP415, a new once-daily treatment for attention deficit hyperactivity disorder, or ADHD, in patients, age six years and older, contains our prodrug, serdexmethylphenidate, or SDX. AZSTARYS is being commercialized in the United States by Corium, Inc., or Corium, an affiliate of Gurnet Point Capital, L.P., which was tasked by Commave to lead all commercialization activities for AZSTARYS under the KP415 License Agreement. Our lead clinical development product candidate, KP1077, is based on SDX, our prodrug of d-methlyphenidate, or d-MPH, and is in development for the treatment o"133170001628280-22-013661,md_and_a,P1_2,4457,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS13318The following Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the unaudited consolidated financial statements and the notes thereto included in Part I, Item 1, “Financial Statements” of this Quarterly Report on Form 10-Q. In addition, reference is made to our audited consolidated financial statements and notes thereto and related Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on February 28, 2022.13319Overview13320Apollo Medical Holdings, Inc. is a leading physician-centric, technology-powered, risk-bearing healthcare management company. Leveraging its proprietary population health management and healthcare delivery platform, ApolloMed operates an integrated, value-based healthcare model, which aims to empower the providers in its network to deliver the highest quality of care to its patients in a cost-effective manner. We, together with our affiliated physician groups and consolidated entities, provide coordinated outcomes-based medical care in a cost-effective manner.13321The majority of our patients are covered by private or public insurance provided through Medicare, Medicaid, and health maintenance organizations (“HMOs”). However, a small portion of our revenue comes from non-insured patients. We provid"133220001140361-12-018064,risk_factors,1A,5598,"FACTORS1332313324The Company’s consolidated results of operations, financial position and cash flows can be adversely affected by various risks related to its business. These risks include, but are not limited to, the principal factors listed below and the other matters set forth in this Annual Report on Form 10-K. All of these risks should be carefully considered.1332513326Our results of operations have been, and may continue to be, adversely impacted by the effects of the worldwide macroeconomic downturn in 2009 and part of 2010, and recent concerns over the sustainability of the economic recovery.1332713328In 2009 and part of 2010, general worldwide economic conditions continued to experience a downturn due to the effects of the deterioration in the residential housing market, subprime lending crisis, general credit market crisis, collateral effects on the finance and banking industries, increased commodity costs, volatile energy costs, concerns about inflation, slower economic activity, decreased consumer confidence, reduced corporate profits and capital spending, adverse business conditions and liquidity concerns (the “economic crisis”). These conditions adversely affected demand in the three major end-markets we serve (the RV, MH and industrial markets) in 2009 resulting in decreased sales of our component products into these markets. Although economic conditions improved somewhat in 2010 and in 2011 and, as a result our sales, operating income, and cash flows improved when compared to 2009, a"133290000700564-17-000019,controls_and_procedures,P1_4,189,"and Procedures13330The Corporation carried out an evaluation, under the supervision and with the participation of the Corporation’s management, including the Corporation’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Corporation’s disclosure controls and procedures pursuant to Rule 13a-15, promulgated under the Securities Exchange Act of 1934 (the ""Exchange Act""). Based upon that evaluation, the Corporation’s Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this quarterly report, the Corporation’s disclosure controls and procedures are effective. Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in Corporation reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.13331There have been no changes in the Corporation’s internal control over financial reporting during the fiscal quarter covered by this quarterly report that have materially affected, or are reasonably likely to materially affect, the Corporation’s internal control over financial reporting.133326213333PART II – OTHER INFORMATION"133340001022408-20-000027,quantitative_disclosures,P1_3,457,"and Qualitative Disclosures About Market Risk1333513336Our cash flow may be13337adversely affected by the risks related to COVID-19 pandemic, which may result in delays in the collections of our accounts receivables or13338non-payment.1333913340Although a substantial portion of our liabilities are non-recourse, fixed-interest-rate instruments, we utilize lines of credit and other financing facilities that are subject to fluctuations in short-term interest rates. These non-recourse instruments, which are denominated in US dollars, were entered for other than trading purposes and, except for amounts drawn under the WFCDF facility, bear interest at a fixed rate. Because the interest rate on these instruments is fixed, changes in interest rates will not directly impact our cash flows.13341Our financing transactions are funded with our cash flows, not debt, and may be subject to interest rate risk. If the market interest rate exceeds our internal rate of return, we may not fund the transaction to obtain the proceeds.13342Borrowings under the WFCDF facility bear interest at a market-based variable rate. As of June 30, 2020, the aggregate fair value of our recourse and non-recourse borrowings approximated their carrying value.1334313344We have transactions in foreign currencies, primarily in British Pounds, Euros, and Indian Rupees. There is a potential for exposure to fluctuations in foreign currency rates resulting primarily from the translation exposure associated with the preparation of our consolidated financial stat"133450001839839-26-000012,legal_proceedings,P2_1,21,"Proceedings13346See Note 18 to the Unaudited Condensed Consolidated Financial Statements, in this Form 10-Q, which is incorporated herein by reference."133470001193125-15-177467,quantitative_disclosures,P1_3,857,"and Qualitative Disclosures about Market Risk1334813349General1335013351Our results of operations and operating cash flows are impacted by changes in market prices of copper, steel, ammonia and natural gas, changes in13352market interest rates, and changes in market currency exchange rates.1335313354Forward Sales Commitments Risk1335513356Periodically, our Chemical and Climate Control Businesses enter into forward firm sales commitments for products to be delivered in future periods. As a13357result, we could be exposed to embedded losses should our product costs exceed the firm sales prices. At March 31, 2015, we had a minimal amount of embedded losses associated with sales commitments with firm sales prices relating to our13358Chemical Business.1335913360Commodity Price Risk1336113362Our Chemical Business buys substantial quantities of natural gas (as a feedstock) and platinum (as a catalyst in the manufacturing process) generally at market13363prices and our Climate Control Business buys substantial quantities of copper for use in manufacturing processes. As part of our raw material price risk management, periodically, our Chemical Business enters into firm purchase commitments and/or13364futures/forward contracts for natural gas and our Climate Control Business enters into futures contracts for copper. Our Chemical Business has also acquired working interests in natural gas properties to serve as an economic hedge against potential13365higher natural gas prices for a portion of our future natural gas requirements.1336613367Certain subsidiaries within"133680001628280-26-033590,legal_proceedings,P2_1,112,"Proceedings13369For a description of our pending legal proceedings, please see Note 16. Commitments and Contingencies, to the consolidated financial statements included elsewhere in this Report. While the lawsuits are being vigorously defended, the outcome of any litigation is inherently uncertain, and there is always the possibility that a court rules in a manner that is adverse to the interests of the Company and the individual defendants. However, the amount of any such loss in that scenario cannot be reasonably estimated at this time. Regardless of the outcome, litigation has the potential to have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors."133700000950123-10-046116,controls_and_procedures,P1_4,220,"and Procedures1337113372Evaluation of Disclosure Controls and Procedures1337313374An evaluation was carried out under the supervision and with the participation of FICO’s13375management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness13376of the design and operation of FICO’s disclosure controls and procedures (as defined in Rule1337713a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end13378of the period covered by this quarterly report. Based on that evaluation, the Chief Executive13379Officer and Chief Financial Officer have concluded that FICO’s disclosure controls and procedures13380are effective to ensure that information required to be disclosed by FICO in reports that it files13381or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the13382time periods specified in SEC rules and forms and (ii) accumulated and communicated to the Chief13383Executive Officer and Chief Financial Officer to allow timely decisions regarding required13384disclosure.1338513386Changes in Internal Control over Financial Reporting1338713388No change in FICO’s internal control over financial reporting was identified in connection13389with the evaluation required by Rule 13a-15(d) of the Exchange Act that occurred during the period13390covered by this quarterly report and that has materially affected, or is reasonably likely to13391materially affect, our internal control over financial reporting.1339213393PART II — OTHER INFORMATION"133940000899715-24-000044,risk_factors,1A,9099,"FACTORS13395Important risk factors that could materially affect our business, financial condition or results of operations in future periods are described below. These factors are not intended to be an all-encompassing list of risks and uncertainties and are not the only risks and uncertainties we face. Additional risks not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or results of operations in future periods. Additional information regarding forward-looking statements is included in the beginning of Part I in this Annual Report.13396Risks Related to Real Estate Investments13397The economic performance and the market value of our centers are dependent on risks associated with real property investments.13398Real property investments are subject to varying degrees of risk. The economic performance and market values of our real property investments may be affected by many factors, including changes in the international, national, regional and local economic climate, inflation, deflation, interest rates, changes in government policies and regulations, including changes in tax laws, unemployment rates, consumer confidence, consumer shopping preferences, local conditions such as an oversupply of space or a reduction in demand for real estate in the area, the attractiveness of the properties to tenants, competition from other available space, our ability to provide adequate maintenance and insurance, increas"133990000936468-22-000048,quantitative_disclosures,P1_3,92,"and Qualitative Disclosures About Market Risk13400As disclosed in “Item 7A, Quantitative and Qualitative Disclosures About Market Risk” of our 2021 Form 10-K, we transact business globally and are subject to risks associated with changing foreign currency exchange rates. We enter into foreign currency hedges such as forward and option contracts that change in value as foreign currency exchange rates change. Our exposures to market risk have not changed materially since December 31, 2021. See “Note 8 - Fair Value Measurements” included in our Notes to Consolidated Financial Statements for additional discussion."134010000310764-15-000022,md_and_a,7,7762,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.13402ABOUT STRYKER13403Stryker is one of the world's leading medical technology companies, with13404201413405revenues of13406$9,67513407and net earnings of13408$51513409. We offer a diverse array of innovative medical technologies, including reconstructive, medical and surgical, and neurotechnology and spine products to help people lead more active and more satisfying lives.13410In the United States, most of our products are marketed directly to doctors, hospitals and other healthcare facilities. In general, we maintain separate dedicated sales forces for each of our principal product lines to provide focus and a high level of expertise to each medical specialty served. Internationally our products are sold in over 100 countries through company-owned sales subsidiaries and branches as well as third-party dealers and distributors. Our business is generally not seasonal in nature; however, the number of Orthopaedics implant surgeries is generally lower during the summer months and sales of capital equipment are generally higher in the fourth quarter.13411At the heart of what we do and believe is making healthcare better. We do this by collaborating with our customers to develop innovative products and services that ultimately improve the lives of our patients. We express this through our mission statement:13412""Together with our customers,13413we are driven to make healthcare better.""13414We believe our success in the highly competitive product categories i"134150000016918-26-000029,md_and_a,P1_2,7637,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.13416INTRODUCTION13417This MD&A provides additional information on our businesses, current developments, financial condition, cash flows, and results of operations. It should be read in conjunction with our Financial Statements and with our consolidated financial statements and notes included in our 2026 Annual Report. This MD&A is organized as follows:13418Overview13419This section provides a general description of our business, which we believe is important in understanding the results of our operations, financial condition, and potential future trends.13420Strategy13421This section provides a description of our strategy, including our 2025 Restructuring Initiative, and a discussion of a recent development and certain acquisitions and divestitures.13422Results of operations13423This section provides an analysis of our results of operations presented on a business segment basis for the three months ended May 31, 2026, and May 31, 2025. In addition, a brief description of certain transactions and other items that affect the comparability of the results is provided.13424Liquidity and capital resources13425This section provides an analysis of our cash flows, outstanding debt, and liquidity position. Included in the analysis of outstanding debt is a discussion of the financial capacity available to fund our on-going operations and future commitments, as well as a discussion of other financing arrangements.13426OVERVIEW13427We are an international produce"134280001104659-16-116161,financial_statements,P1_1,16278,"STATEMENTS1342913430BALL CORPORATION1343113432UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS1343313434Three Months Ended March 31,13435($ in millions, except per share amounts) 2016 201513436Net sales $ 1,756 $ 1,92313437Costs and expenses13438Cost of sales (excluding depreciation and amortization) (1,416 ) (1,561 )13439Depreciation and amortization (75 ) (68 )13440Selling, general and administrative (108 ) (116 )13441Business consolidation and other activities (267 ) (52 )13442(1,866 ) (1,797 )13443Earnings (loss) before interest and taxes (110 ) 12613444Interest expense (38 ) (38 )13445Debt refinancing and other costs (61 ) (60 )13446Total interest expense (99 ) (98 )13447Earnings (loss) before taxes (209 ) 2813448Tax (provision) benefit 83 (1 )13449Equity in results of affiliates, net of tax (1 ) 113450Net earnings (loss) (127 ) 2813451Less net earnings attributable to noncontrolling interests — (7 )13452Net earnings (loss) attributable to Ball Corporation $ (127 ) $ 2113453Earnings (loss) per share:13454Basic $ (0.90 ) $ 0.1513455Diluted $ (0.90 ) $ 0.1513456Weighted average shares outstanding(000s):13457Basic 141,793 137,08613458Diluted 141,793 141,0761345913460See accompanying notes to the unaudited condensed consolidated financial statements.134611346211346313464Table of Contents1346513466BALL CORPORATION1346713468UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE13469EARNINGS1347013471Three Months Ended March 31,13472($ in millions) 2016 201513473Net earnings (loss) $ (127 ) $ 2813474Other comprehensive earnings (loss):13475Foreign currency translation adjustment 28 (139 )13476Pension and other postretirement benefits 6 2213477Effective fina"134780001140361-18-045295,full_body,N/A,378,"UNITED STATES1347913480SECURITIES AND EXCHANGE COMMISSION1348113482Washington, DC 205491348313484FORM 8-K1348513486CURRENT REPORT1348713488Pursuant to Section 13 or 15(d) of the1348913490Securities Exchange Act of 19341349113492Date of Report: December 18, 20181349313494INDEPENDENT BANK CORPORATION1349513496(Exact name of registrant as specified in its charter)1349713498Michigan 0-7818 38-203278213499(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)13500135014200 East Beltline,Grand Rapids, MI 4952513502(Address of principal executive office) (Zip Code)1350313504Registrant's telephone1350513506number, including area1350713508code:1350913510(616) 527-58201351113512Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of13513the following provisions (see General Instruction A.2. below):1351413515☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1351613517☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1351813519☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1352013521☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1352213523Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this13524chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐1352513526If an emerging growth company, indicate b"135270001758730-26-000096,quantitative_disclosures,P1_3,1424,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK13528Foreign Currency and Derivative Risk1352913530We have global operations and substantial portions of our revenues, expenses, assets and liabilities are generated and denominated in non-U.S. dollar currencies.13531The following table shows the percentage breakdown of our revenue and operating expenses denominated in currencies other than the U.S. dollar for the three months ended March 31, 2026 and 2025:13532Three Months Ended13533March 31,135342026 202513535% of revenue denominated in foreign currencies(1) 33% 30%13536% of operating expenses denominated in foreign currencies(2) 18% 15%13537(1)13538Revenue in foreign currencies is primarily denominated in euros.13539(2)13540Operating expenses in foreign currencies are primarily denominated in British pounds sterling.13541Revenues, expenses, assets and liabilities denominated in non-functional currencies are recorded in the appropriate functional currency for the legal entity at the rate of exchange prevailing at the transaction date. Monetary assets and liabilities that are denominated in non-functional currencies are then remeasured at the end of each reporting period at the exchange rate prevailing at the end of the reporting period. Foreign currency remeasurement gains or losses on monetary assets and liabilities in nonfunctional currencies are recognized in the condensed consolidated statements of income within general and administrative expenses. Realized and unrealized gains/losses from foreign currency remeasurement of transac"135420000860748-12-000034,properties,2,351,"Owned Properties13543The Company owns the 41-story office building at One East Wacker Drive, Chicago, Illinois, that houses the executive offices of Kemper and the home office of its Direct operations, which together occupy approximately1354452,00013545square feet of the13546527,00013547rentable square feet in the building. In addition, Kemper’s subsidiaries together own and occupy135481313549buildings located in13550713551states consisting of approximately1355242,00013553square feet in the aggregate. Kemper’s subsidiaries hold additional properties solely for investment purposes that are not utilized by Kemper or its subsidiaries.13554135552013556Leased Facilities13557Preferred leases facilities with an aggregate square footage of approximately13558195,00013559at13560913561locations in13562913563states. The latest expiration date of the existing leases is in13564September of 201813565.13566Specialty leases facilities with an aggregate square footage of approximately13567107,00013568at13569313570locations in13571313572states. The latest expiration date of the existing leases is in13573September of 201813574.13575Direct leases facilities with an aggregate square footage of approximately13576199,00013577at13578613579locations in13580513581states. The latest expiration date of the existing leases is in13582October of 201613583.13584Preferred, Specialty and Direct share leased facilities with an aggregate square footage of approximately13585138,00013586at135871513588locations in13589813590states. The latest expiration date of the existing leases is in13591September of 201813592.13593Kemper’s Life and Health Insurance segment leases facilities with aggregate square footage of appr"135940001193125-13-421225,quantitative_disclosures,P1_3,1768,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK1359513596(dollars in millions,13597except per ounce and per pound amounts).1359813599Metal Prices1360013601Changes in the market price of gold significantly affect our profitability and cash flow. Gold prices can fluctuate widely due to numerous13602factors, such as demand; forward selling by producers; central bank sales, purchases and lending; investor sentiment; the strength of the U.S. dollar; inflation, deflation, or other general price instability; and global mine production levels.13603Changes in the market price of copper also affect our profitability and cash flow. Copper is traded on established international exchanges and copper prices generally reflect market supply and demand, but can also be influenced by speculative13604trading in the commodity or by currency exchange rates.1360513606Decreases in the market price of gold and copper can also significantly affect13607the value of our product inventory and stockpiles and it may be necessary to record a write-down to the net realizable value (“NRV”). NRV represents the estimated future sales price based on short-term and long-term metals prices, less13608estimated costs to complete production and bring the product to sale. The primary factors that influence the need to record write-downs of stockpiles and product inventory include short-term and long-term metals prices and costs for production13609inputs such as labor, fuel and energy, materials and supplies, as well as realized ore grades and recovery rates. The significant ass"136100001836833-25-000063,legal_proceedings,P2_1,29,"Proceedings.13611See discussion under the heading Legal Proceedings in Note 8 to the consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q."136120000950170-21-003742,full_body,N/A,829,"8-K1361313614false136150001866692136160001866692136172021-11-08136182021-11-081361913620UNITED STATES1362113622SECURITIES AND EXCHANGE COMMISSION1362313624Washington, D.C. 205491362513626FORM136278-K1362813629CURRENT REPORT1363013631Pursuant to Section 13 or 15(d) of the1363213633Securities Exchange Act of 19341363413635Date of Report (Date of earliest event reported):13636November 8, 20211363713638Amplitude, Inc.1363913640(Exact name of registrant as specified in its charter)1364113642Delaware 001-40817 45-393734913643(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number)1364413645201 Third Street13646,13647Suite 2001364813649San Francisco13650,13651California13652941031365313654(Address of Principal Executive Offices) (Zip Code)1365513656Registrant’s telephone number, including area code: (1365765013658)13659988-51311366013661Not Applicable1366213663(Former name or former address, if changed since last report)1366413665Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:1366613667☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)1366813669☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)1367013671☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))1367213673☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))1367413675Securities registered pursuant to Section 12(b) of the Act:1367613677Title of each class Trading Symbol Name of each exchange on which registered13678Class A Common Stock,"136790000050725-22-000090,risk_factors,1A,8244,"Factors1368013681Griffon’s business, financial condition, operating results and cash flows can be impacted by a number of factors which could cause Griffon’s actual results to vary materially from recent or anticipated future results. The risk factors discussed in this section should be carefully considered with all of the information in this Annual Report on Form 10-K. These risk factors should not be considered the only risk factors facing Griffon. Additional risks and uncertainties not presently known or that are currently deemed immaterial may also materially impact Griffon’s business, financial condition, operating results and cash flows in the future.1368213683In general, Griffon is subject to the same general risks and uncertainties that impact other diverse manufacturing companies including, but not limited to, general economic, industry and/or market conditions and growth rates; impact of natural disasters and pandemics, and their effect on global markets; possible future terrorist threats and their effect on the worldwide economy; and changes in laws or accounting rules. Griffon has identified the following specific risks and uncertainties that it believes have the potential to materially affect its business and financial condition.136841413685Risks Related to Our Business13686Current worldwide economic uncertainty and market volatility could adversely affect Griffon’s businesses.1368713688The current worldwide economic uncertainty and market volatility could continue to have an adverse effect on Grif"136890001615774-18-007490,financial_statements,P1_1,7680,"Statements1369013691RBC13692Bearings Incorporated1369313694Consolidated13695Balance Sheets1369613697(dollars13698in thousands, except share and per share data)1369913700June1370130, 2018 March1370231, 201813703ASSETS (Unaudited)13704Current assets:13705Cash and cash equivalents $ 55,656 $ 54,16313706Accounts receivable, net of allowance for doubtful accounts of $1,252 at June 30, 2018 and $1,326 at March 31, 2018 116,211 116,89013707Inventory 311,305 306,12413708Prepaid expenses and other current assets 7,626 6,47313709Total current assets 490,798 483,65013710Property, plant and equipment, net 191,636 192,51313711Goodwill 268,122 268,12413712Intangible assets, net of accumulated amortization of $41,243 at June 30, 2018 and $38,880 at March 31, 2018 181,867 183,76413713Other assets 15,540 14,70013714Total assets $ 1,147,963 $ 1,142,75113715LIABILITIES AND STOCKHOLDERS’ EQUITY13716Current liabilities:13717Accounts payable $ 44,058 $ 45,18813718Accrued expenses and other current liabilities 40,251 40,77713719Current portion of long-term debt 470 19,23813720Total current liabilities 84,779 105,20313721Deferred income taxes 14,219 11,74913722Long-term debt, less current portion 143,823 154,11713723Other non-current liabilities 38,574 37,13013724Total liabilities 281,395 308,19913725Stockholders’ equity:13726Preferred stock, $.01 par value; authorized shares: 10,000,000 at June 30, 2018 and March 31, 2018; none issued or outstanding — —13727Common stock, $.01 par value; authorized shares: 60,000,000 at June 30, 2018 and March 31, 2018; issued shares: 25,311,181 at June 30, 2018 and 25,123,694 at March 31, 2018; outstanding shares:"13728