XML 33 R25.htm IDEA: XBRL DOCUMENT v3.26.1
SHAREHOLDERS' EQUITY
3 Months Ended
Mar. 31, 2026
Equity [Abstract]  
SHAREHOLDERS' EQUITY

14. SHAREHOLDERS’ EQUITY:

Preferred Stock

The Company’s Amended and Restated Articles of Incorporation authorize it to issue up to 5,000,000 shares of $0.01 par value preferred stock with designations, rights and preferences determined from time-to-time by the Company’s Board of Directors. Accordingly, the Company’s Board of Directors is empowered, without shareholder approval, to issue preferred stock with dividend, liquidation, conversion, voting or other rights superior to those of shareholders of the Company’s common stock.

 

In 1995, the Company issued 200,000 shares of Series A Nonconvertible Preferred Stock (Series A) to American Biomimetics Corporation (ABC) pursuant to a certain Technology Transfer Agreement between the Company and ABC. The Series A shares have a liquidation value of $7.50 per share. Series A shareholders, as a single class, have the right to elect two members of the Company’s Board of Directors. This right has never been exercised. Holders of the Series A shares are entitled to one vote per share on matters which shareholders are generally entitled to vote. The Series A shareholders are not entitled to any dividends. As of March 31, 2026, the Company had issued 200,000 shares of preferred stock (consisting of the 200,000 shares of Series A), all of which were outstanding.

Common Stock

The Company’s Amended and Restated Articles of Incorporation authorize it to issue up to 200,000,000 shares of $0.01 par value common stock. Each share of the Company’s common stock entitles the holder to one vote on all matters to be voted upon by the shareholders. As of March 31, 2026, the Company had issued 49,039,974 shares of common stock, of which 46,750,443 were outstanding.

On April 29, 2025, the Company’s Board of Directors approved a share repurchase program, authorizing the Company to purchase up to $100.0 million of its common stock. The repurchase authorization was effective immediately and permitted shares of the Company’s common stock to be repurchased from time to time at management's discretion, through a variety of methods, including a 10b5-1 trading plan, open market purchases, privately negotiated transactions, or transactions otherwise in compliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended. The repurchase program had no time limit, did not obligate the Company to acquire a specified number of shares and was able to be modified, suspended or discontinued at any time at the Company’s discretion. During the three months ended March 31, 2026, the Company repurchased 632,673 shares of its common stock for $66.4 million. During the three months ended March 31, 2025, the Company repurchased no shares of common stock. During the three months ended March 31, 2026, and inclusive of such purchases in the same period, the Company completed its share repurchase program, through which it repurchased a total of 923,883 shares of its common stock for an aggregate purchase price of $100.0 million.

On April 28, 2026, the Company's Board of Directors authorized management to repurchase up to an additional $400.0 million of the Company's common stock.

Dividends

During the three months ended March 31, 2026, the Company declared cash dividends of $0.50 per common share, or $23.9 million, on the Company's outstanding common stock. The Company paid $23.5 million of cash dividends during the three months ended March 31, 2026.

On April 28, 2026, the Company’s Board of Directors declared a second quarter dividend of $0.50 per share to be paid on June 30, 2026 to all shareholders of record of the Company’s common stock as of the close of business on June 16, 2026. All future dividends will be subject to the approval of the Company’s Board of Directors.