10-Q/A: Ultra Clean Holdings Files Amendment to Q1 2024 Report to Disclose Officer Trading Plans
Quarterly Report Amendment
Ultra Clean Holdings files an amendment to its Q1 2024 report to include details of Rule 10b5-1 trading plans established by the CEO and CFO.
Summary
- Ultra Clean Holdings filed an amendment to its Q1 2024 report on Form 10-Q/A to disclose Rule 10b5-1 trading plans entered into by the CEO and CFO.
- The original filing was made on May 6, 2024.
- The amendment adds information about trading arrangements that were inadvertently omitted from the original filing.
- CEO James P. Scholhamer entered into a trading plan on March 8, 2024, to sell up to 90,268 shares of the company's common stock, subject to minimum price thresholds, with the plan terminating on March 7, 2025.
- CFO Sheri Savage also entered into a trading plan on March 8, 2024, to sell up to 41,125 shares held outright, and additional shares received upon vesting of 22,111 restricted stock units and performance stock units, after tax withholdings, with the plan terminating on August 29, 2025.
- The amendment includes certifications from the CEO and CFO regarding the accuracy of the report.
- The number of shares outstanding of the issuer's common stock as of January 24, 2025, was 45,129,294.
Sentiment
Score: 6
Explanation: The document is a routine amendment to disclose officer trading plans, which is neither particularly positive nor negative. The sentiment is neutral.
Industry Context
The disclosure of Rule 10b5-1 trading plans is a standard practice for publicly traded companies to allow insiders to sell shares while avoiding accusations of insider trading. The plans must be established when the insider is not in possession of material non-public information.
Stakeholder Impact
- The disclosure of officer trading plans provides transparency to shareholders regarding potential insider selling activity.
Key Dates
| Date | Description |
|---|---|
| 2024-03-08 | CEO and CFO entered into Rule 10b5-1 trading plans. |
| 2024-03-29 | End of the fiscal quarter for the original Form 10-Q filing. |
| 2024-05-06 | Original Form 10-Q filing date. |
| 2025-01-24 | Number of shares outstanding of the issuer's common stock was 45,129,294. |
| 2025-02-10 | Date of the amended filing (Form 10-Q/A). |
| 2025-03-07 | Termination date of CEO's trading plan. |
| 2025-08-29 | Termination date of CFO's trading plan. |
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