Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Repurchase of Equity Securities

On April 27, 2021, the Company’s Board of Directors authorized a new stock repurchase program under which the Company may purchase up to $2.0 billion of the Company’s Common Stock during the three-year period ending April 27, 2024 (the “2021 Stock Repurchase Program”) in accordance with the requirements of Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). During the three months ended September 30, 2021, the Company repurchased 2.3 million shares of its Common Stock for $170.9 million under the 2021 Stock Repurchase Program. All of the shares repurchased under the 2021 Stock Repurchase Program during the third quarter of 2021 have been or will be retired by the Company. From October 1, 2021 to October 26, 2021, the Company repurchased 0.6 million additional shares of its Common Stock for $46.1 million under the 2021 Stock Repurchase Program, and has remaining authorization to purchase up to $1,666.6 million of its Common Stock under the 2021 Stock Repurchase Program. The price and timing of any future purchases under the 2021 Stock Repurchase Program will depend on a number of factors such as levels of cash generation from operations, the volume of stock option exercises by employees, cash requirements for acquisitions, dividends paid, economic and market conditions and the price of the Company’s Common Stock.

The 2021 Stock Repurchase Program replaced the previous stock repurchase program, announced in April 2018, under which the Company could purchase up to $2.0 billion of the Company’s Common Stock during the three-year period ending April 24, 2021 (the “2018 Stock Repurchase Program”) in accordance with the requirements of Rule 10b-18 of the Exchange Act. In April 2021, the Company completed all purchases authorized under the 2018 Stock Repurchase Program and, therefore, the 2018 Stock Repurchase Program has terminated.

The table below reflects the Company’s stock repurchases for the three months ended September 30, 2021:


				Total Number of	Maximum Dollar
(dollars in millions, except price per share)				Shares Purchased as	Value of Shares
	Total Number	Average		Part of Publicly	that May Yet be
	of Shares	Price Paid		Announced Plans or	Purchased Under the
Period	Purchased	per Share		Programs	Plans or Programs
July 1 to July 31, 2021	736,700	$	69.55	736,700	$	1,832.4
August 1 to August 31, 2021	883,035		74.03	883,035		1,767.0
September 1 to September 30, 2021	713,120		76.13	713,120		1,712.8
Total	2,332,855	$	73.26	2,332,855	$	1,712.8

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not Applicable.

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