A Dark Vector Cognition product

Item 1A. RISK FACTORS

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Item 1A. RISK FACTORS

At June 30, 2024, our risk factors were consistent with the risk factors described in our 2023 Form 10-K in ITEM 1A. RISK FACTORS.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities (CEG Parent)

During 2023, our Board of Directors authorized the repurchase of up to $2 billion of the Company's outstanding common stock. In April 2024, our Board of Directors approved a $1 billion increase to the program, authorizing up to $3 billion in total repurchases. No other repurchase plans or programs have been authorized. See Note 14 — Shareholders' Equity of the Combined Notes to Consolidated Financial Statements for additional information regarding our share repurchase program.

The following table provides information regarding our share repurchases under the program during the three months ended June 30, 2024.

PeriodTotal Number of Shares Purchased**(a)(b)(c)**Average Price Paid per ShareApproximate Dollar Value of Shares that May Yet Be Purchased Under the Programs**(d)**
April 1 to April 30, 2024—$—$1,496
May 1 to May 31, 20242,091,037(b)(c)991
June 1 to June 30, 2024——991
Total2,091,037$991

(a)We have not made any purchases of shares other than in connection with the publicly announced share repurchase program described above.

(b)Includes 0.2 million additional shares delivered under the March 2024 ASR agreement upon settlement. As of May 2024, the March 2024 ASR agreement was settled in full at an average price paid per share of $182.65.

(c)Includes 1.8 million shares received from initial delivery under the May 2024 ASR agreement. As of July 2024, the May 2024 ASR agreement was settled in full and 0.6 million additional shares were delivered. The average price paid for all shares delivered under the May 2024 ASR agreement was $211.40.

(d)Approximate dollar value of shares that may yet be purchased under the program includes taxes and commissions.

Item 4. MINE SAFETY DISCLOSURES

Not Applicable.

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