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Capital Stock
6 Months Ended
Jul. 31, 2024
Equity [Abstract]  
Capital Stock

10. Capital Stock

Preference shares

There were no preference shares issued and outstanding as of July 31, 2024 and January 31, 2024, respectively.

Ordinary shares

In the first quarter of fiscal year 2025, the Company added 506,506 shares to the ordinary shares reserved for issuance, pursuant to an “evergreen” provision contained in the Amended and Restated 2012 Employee Stock Purchase Plan, or ESPP. Pursuant to such provision, for each fiscal year, the number of ordinary shares reserved for issuance under the ESPP is automatically increased by a number equal to the lesser of (i) 1,500,000 ordinary shares, (ii) one and one quarter percent (1.25%) of the aggregate number of ordinary shares outstanding on February 1st of each fiscal year, or (iii) an amount determined by the Company’s Board of Directors or a duly authorized committee of the Board of Directors.

In the second quarter of fiscal year 2025, the Company's shareholders approved to add an additional 1,750,000 shares to the ordinary shares reserved for issuance under the Amended and Restated 2021 Equity Incentive Plan, or 2021 EIP. Subject to adjustments upon changes in capitalization as provided under the 2021 EIP, the maximum aggregate number of ordinary shares that may be subject to awards and issued under the 2021 EIP will be equal to (a) 3,100,000 shares plus (i) any shares subject to awards granted under the Company’s 2012 Equity Incentive Plan (the “Prior Plan”) that, after the date the Prior Plan was terminated, are cancelled, expire or otherwise terminate without having been exercised in full or are forfeited to or repurchased by the Company due to failure to vest, and (ii) any shares that, as of immediately prior to the termination of the Prior Plan, were reserved but not issued pursuant to any awards granted under the Prior Plan and are not subject to any awards thereunder, with the maximum number of ordinary shares to be added to the 2021 EIP pursuant to clauses (i) and (ii) equal to 6,834,208 shares.

As of July 31, 2024 and January 31, 2024, the following ordinary shares were reserved for future issuance under the Company’s equity plans and employee stock purchase plan:

 

 

As of

 

 

 

July 31, 2024

 

 

January 31, 2024

 

Shares reserved for options, restricted stock and
   restricted stock units under equity plans

 

 

5,587,604

 

 

 

4,492,705

 

Shares reserved for employee stock purchase plan

 

 

3,731,853

 

 

 

2,834,384

 

Share repurchase program

On May 29, 2024, the Companys Board of Directors approved an extension of the Company's existing share repurchase program for an additional twelve months through June 30, 2025. There were no ordinary shares repurchased in the six months ended July 31, 2024. As of July 31, 2024, there was approximately $49.0 million available for repurchases under the current repurchase program through June 30, 2025. Repurchases may be made from time-to-time through open market purchases, 10b5-1 plans or privately negotiated transactions subject to market conditions, applicable legal requirements and other relevant factors. The repurchase program does not obligate the Company to acquire any particular amount of ordinary shares, and it may be suspended at any time at the Company’s discretion. The repurchase program is funded using the Company’s working capital and any repurchased shares are recorded as authorized but unissued shares.