Item 1A. Risk Factors
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Item 1A. Risk Factors
See our most recently filed Annual Report on Form 10-K (Part I, Item 1A). The risks described in the Annual Report on Form 10-K, and the “Forward-Looking Statements” in this report, are not the only risks we face. Additional risks and uncertainties may also materially affect our business, financial condition, or operating results. One should not consider the risk factors to be a complete discussion of risks, uncertainties, and assumptions.
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
Purchases of our common stock during the second quarter of 2026 were as follows:
| | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | | | | | Total Number of | | | | |
| | | | | | | | Shares Purchased as | | Maximum Number of | ||
| | | Total Number of | | | | | Part of Publicly | | Shares that May Yet Be | ||
| | | Shares | | | | | Announced Plans or | | Purchased under the | ||
| | | Purchased2 | | Average Price | | Programs1 | | Plans or Programs1 | |||
| Period | | (thousands) | | Per Share | | (thousands) | | (millions) | |||
| Feb 2 to Mar 1 | | | | | | | | 13.2 | | | |
| Mar 2 to Mar 29 | | 155 | | $ | 598.45 | | 155 | | 13.0 | | |
| Mar 30 to May 3 | | 171 | | | 590.15 | | 170 | | 12.9 | | |
| Total | | 326 | | | | | 325 | | | | |
1 We have a share repurchase plan that was announced in December 2022 to purchase up to $18.0 billion of shares of our common stock. The maximum number of shares that may yet be purchased under this plan was 12.9 million based on the closing price of our common stock on the New York Stock Exchange as of the end of the second quarter of 2026 of $577.26 per share. At the end of the second quarter of 2026, $7.4 billion of common stock remains to be purchased under this plan.
2 In the second quarter of 2026 one thousand shares of common stock were acquired from a plan participant at a market price of $577.26 per share to pay payroll taxes on the vesting of restricted stock units.
Sales of Unregistered Equity Securities
During the second quarter of 2026, we issued 2,637 deferred stock units under the Deere & Company Nonemployee Director Stock Ownership Plan (“NEDSOP”) to nonemployee directors for their service on our Board of Directors. The deferred stock units convert to shares of common stock on a one-for-one basis following a termination of service as described in the plan. Deferred stock units and shares of common stock issued under the NEDSOP are exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506 of the SEC’s Regulation D thereunder.
On February 26, 2026, we distributed 5,900 shares of common stock to a participant account under the NEDSOP.
Item 3.Defaults Upon Senior Securities
None.
Item 4.Mine Safety Disclosures
Not applicable.
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