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 stock repurchase program under which the Company may purchase up to $2.0 billion of its 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 March 31, 2022, the Company repurchased 2.6 million shares of its Common Stock for $204.0 million under the 2021 Stock Repurchase Program. Of the total repurchases made during the first three months of 2022, 0.3 million shares, or $21.0 million, were retained in Treasury stock at the time of repurchase. The remaining 2.3 million shares, or $183.0 million, have been retired by the Company. From April 1, 2022 to April 26, 2022, the Company repurchased 0.7 million additional shares of its Common Stock for $51.0 million under the 2021 Stock Repurchase Program, and, as of April 27, 2022, the Company has remaining authorization to purchase up to $1,287.1 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 options exercised by employees, cash requirements for acquisitions, dividends paid, economic and market conditions and the price of the Company’s Common Stock.

The table below reflects the Company’s stock repurchases for the three months ended March 31, 2022:


				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
January 1 to January 31, 2022	612,885	$	81.58	612,885	$	1,492.1
February 1 to February 28, 2022	1,095,507		77.59	1,095,507		1,407.1
March 1 to March 31, 2022	919,105		75.03	919,105	$	1,338.1
Total	2,627,497	$	77.62	2,627,497

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not Applicable.

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