filings.toolsItem 1A. Risk Factors.
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Item 1A. Risk Factors.
There have been no material updates during the period covered by this Form 10-Q to the Risk Factors as set forth in Item 1A. of our Annual Report on Form 10-K for the year ended December 31, 2023, and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2024 and June 30, 2024. These risks and uncertainties, however, are not the only risks and uncertainties that we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also significantly impact us. Any risks and uncertainties may materially and adversely affect our business, financial condition or results of operations, liquidity and cash flows.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Share repurchase program
In 2011, the Board of Directors approved an initial authorization for the Company to repurchase shares of its outstanding common stock of $100 million and subsequently approved additional authorizations for a total authorization of $2.3 billion. The program permits the Company to purchase shares, through a variety of methods, including in the open market or through privately negotiated transactions, in accordance with applicable securities laws. It does not obligate the Company to make any repurchases at any specific time or situation. The Company repurchased 144,370 shares of its common stock under its share repurchase program during the three months ended September 30, 2024 at an average cost per share of $170.45, for a total value of $24.6 million and had $679.8 million of availability remaining under its existing share repurchase authorizations as of September 30, 2024.
The table below shows the purchases of equity securities by the Company which settled during the three months ended September 30, 2024, reflecting the purchase of common stock under the Company's share repurchase program:
| Period | Total Number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions) | ||||||||||||||||||||||
| July 1 to July 31, 2024 | 144,370 | $ | 170.45 | 144,370 | $ | 179.8 | ||||||||||||||||||||
| August 1 to August 31, 2024 | — | — | — | 679.8 | ||||||||||||||||||||||
| September 1 to September 30, 2024 | — | — | — | 679.8 | ||||||||||||||||||||||
| Total | 144,370 | $ | 170.45 | 144,370 |
Purchase of common stock from employees
The table below reflects the acquisition of common stock by the Company in the three months ended September 30, 2024 that were not part of the publicly announced share repurchase authorization. These shares consisted of shares retained to cover payroll withholding taxes in connection with the vesting of restricted stock unit awards and performance share awards.
| Period | Total Number of Shares Purchased | Average Price Paid per Share | ||||||||||||
| July 1 to July 31, 2024 | 25 | $ | 169.77 | |||||||||||
| August 1 to August 31, 2024 | 3,861 | 204.47 | ||||||||||||
| September 1 to September 30, 2024 | 386 | 206.71 | ||||||||||||
| Total | 4,272 | $ | 204.47 |
Use of proceeds
None.
Item 3. Defaults upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
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