Current Report Filing (8-k)
20 December 2017 - 9:22AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported)
December 19, 2017
PATTERSON
COMPANIES, INC.
(Exact Name of Registrant as Specified in Its Charter)
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Minnesota
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0-20572
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41-0886515
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1031 Mendota Heights Road
St. Paul, Minnesota 55120
(Address of Principal Executive Offices, including Zip Code)
(651)
686-1600
(Registrants Telephone Number, including Area Code)
Check 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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate 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).
Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
On December 19, 2017, Patterson Companies, Inc. (the
Company) entered into a stock repurchase plan agreement established in accordance with Rule
10b5-1
of the Securities Exchange Act of 1934, as amended (the 1934 Act), in connection with
its previously disclosed board-authorized March 2013 plan to purchase up to 25 million shares through March 19, 2018. As of December 19, 2017, a total of approximately 11.9 million shares remain available for purchase under such
repurchase authorization. A Rule
10b5-1
plan allows a company to repurchase its shares at times when it otherwise might be unable to do so under the 1934 Acts insider trading rules.
The Companys designated broker has authority under the Companys
10b5-1
repurchase plan
agreement (the Plan) to repurchase up to $13.5 million of the Companys common stock through January 26, 2018, unless terminated earlier in accordance with the terms of the Plan. Because the repurchases under the Plan will
be subject to specified parameters and certain price and volume restraints as established in the Plan, there is no guarantee as to the exact number of shares that will be repurchased, or that there will be any repurchases at all pursuant to the
Plan.
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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 hereunto duly authorized.
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PATTERSON COMPANIES, INC.
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Date: December 19, 2017
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By:
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/s/ Les B. Korsh
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Les B. Korsh
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Vice President, General Counsel and Secretary
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