8-KOther Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Sep 16, 2021)

Filed September 16, 2021For Securities:CW

Summary

Curtiss-Wright Corporation (CW) announced on September 16, 2021, the adoption of a written trading plan under Rule 10b5-1, effective immediately and running through December 31, 2021. This plan is implemented in conjunction with a previously authorized share repurchase program, which allows the company to buy back up to $550 million of its outstanding common stock. The specific trading plan will facilitate repurchases totaling $200 million, with purchases executed by a designated broker under the plan's terms and within Rule 10b-18 daily volume limitations. The adoption of this Rule 10b5-1 plan is a strategic move to allow for consistent share repurchases, even during periods when the company might otherwise be restricted due to blackout periods or insider trading regulations. This demonstrates management's commitment to returning capital to shareholders and potentially enhancing shareholder value through share buybacks. Investors should note that the company may implement subsequent trading plans to continue executing its broader share repurchase authorization.

Key Highlights

  • 1Curtiss-Wright adopted a Rule 10b5-1 trading plan on September 15, 2021, effective through December 31, 2021.
  • 2The trading plan is part of an approved share repurchase program authorized to buy up to $550 million of common stock.
  • 3The initial trading plan is set to repurchase $200 million worth of shares.
  • 4Purchases will be executed by a third-party broker under specific terms and limitations.
  • 5The plan allows for share repurchases even during company-imposed trading blackout periods.
  • 6The company may establish future trading plans under Rule 10b5-1 to continue executing the repurchase program.
  • 7The filing includes forward-looking statements regarding the share repurchase program and acknowledges associated risks.

Frequently Asked Questions

A Rule 10b5-1 trading plan is a pre-arranged plan for buying or selling company stock. Curtiss-Wright adopted one to ensure it can repurchase shares even during periods when it might otherwise be restricted by insider trading rules or internal blackout periods. This allows for a more systematic execution of its share repurchase program.

The Company's Board of Directors authorized a share repurchase program allowing up to $550 million of outstanding common stock to be purchased. The current Rule 10b5-1 trading plan is designed to facilitate $200 million of these repurchases.

The trading plan commenced on September 16, 2021, and will cease on December 31, 2021. The actual timing and volume of daily purchases will be determined by the broker managing the plan, adhering to the plan's terms and regulatory limits.

Yes, the company stated that after the expiration of the current trading plan, it may from time to time enter into subsequent trading plans under Rule 10b5-1 to facilitate the repurchase of its common stock, indicating an ongoing commitment to the $550 million repurchase authorization.