AGNT 8-K
AGNT, Inc. (AGNT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01Other Events.
On June 19, 2024, the Board of Directors of eXp World Holdings, Inc. (the “Company”) authorized, and the Company entered into, an Eighth Amendment (the “Eighth Amendment”) to that certain Issuer Repurchase Plan by and between the Company and Stephens Inc., which modifies the monthly repurchase amounts through December 31, 2024. A copy of the Eighth Amendment is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Exhibit Description | |
10.1 | Eighth Amendment to eXp World Holdings, Inc. Stock Repurchase Plan | |
104 | Cover Page Interactive Data File (embedded within the inline XBRL document) | |
SIGNATURES
Pursuant 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.
| eXp World Holdings, Inc. |
| (Registrant) |
|
|
Date: June 20, 2024 | /s/ James Bramble |
| James Bramble |
| Chief Legal Counsel |
Eighth Amendment to Issuer Repurchase Plan
(under Rules 10b-18 and 10b5-1 of the Securities Exchange Act of 1934)
This Eighth Amendment to Issuer Repurchase Plan dated June 19, 2024 (the “Eighth Amendment”), entered into by and between eXp World Holdings, Inc. (“Purchaser” or “Issuer”) and Stephens Inc. (“Stephens”), amends that certain Issuer Repurchase Plan dated January 10, 2022 (the “2022 Purchase Plan”), which was previously amended by the First Amendment to Issuer Repurchase Plan, dated May 6, 2022 (the “First Amendment”), the Second Amendment to Issuer Repurchase Plan, dated September 27, 2022 (the “Second Amendment”), the Third Amendment to Issuer Repurchase Plan, dated December 27, 2022 (the “Third Amendment”), the Fourth Amendment to Issuer Repurchase Plan, dated May 8, 2023 (the “Fourth Amendment”), the Fifth Amendment to Issuer Repurchase Plan, dated June 26, 2023 (the “Fifth Amendment”), the Sixth Amendment to Issuer Repurchase Plan, dated November 17, 2023 (the “Sixth Amendment”), and the Seventh Amendment to Issuer Repurchase Plan, dated March 6, 2024 (the “Seventh Amendment”). The 2022 Purchase Plan as amended by the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment, the Sixth Amendment, the Seventh Amendment, and this Eighth Amendment is hereinafter referred to as the “Purchase Plan.”
Purchaser and Stephens hereby agree as follows:
2. Section C.3.(c) of the Purchase Plan is hereby deleted in its entirety and replaced with the following:
(c) The “Daily Purchase Amount” for any Purchase Day shall be the maximum number of shares allowed under Rule 10b-18(b)(4) (using 25% of average daily trading volume reported for the Stock during the four calendar weeks preceding the week in which the purchase is to be effected); provided, however, that: (i) the total dollar amount of all aggregate purchases under the Purchase Plan during the calendar month commencing June 1, 2024 and ending June 30, 2024 shall not exceed $15,000,000, including any commissions or fees; (ii) the total dollar amount of all aggregate purchases under the Purchase Plan during each calendar month during the quarter commencing July 1, 2024 and through and including September 30, 2024 shall not exceed $11,700,000, including any commissions or fees; and (iii) the total dollar amount of all aggregate purchases under the Purchase Plan during each calendar month during the quarter commencing October 1, 2024 and through and including December 31, 2024 shall not exceed $8,300,000, including any commissions or fees.
3. Purchaser hereby represents, warrants and covenants that (i) Purchaser is not aware of any material nonpublic information concerning the Purchaser or its securities, (ii) Purchaser is entering into this Eighth Amendment in good faith and not as part of a plan or scheme to evade compliance with the federal securities laws, and (iii) there are no legal, contractual or regulatory restrictions applicable to Purchaser or its affiliates that would prohibit Purchaser from entering into this Eighth Amendment or prohibit any purchase pursuant to the Purchase Plan, as amended hereby.
4. Except as expressly provided in this Eighth Amendment, the provisions of the Purchase Plan, as previously amended, shall remain unchanged and in full force and effect.
IN WITNESS WHEREOF, the undersigned have signed this Eighth Amendment as of the date first written above.
eXp World Holdings, Inc.Stephens Inc.
By: /s/ Kent Cheng By: /s/ Leon Lants
Printed Name: Kent Cheng Printed Name: Leon Lants
Title: Chief Accounting Officer Title: Director of Trading Operations
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