Item 1A. RISK FACTORS
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Item 1A. RISK FACTORS
An investment in our common stock involves risks. Before making an investment decision, you should carefully consider all the information within Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as well as in our condensed consolidated financial statements and the related notes contained in Part I, Item 1 within this Quarterly Report. In addition, you should carefully consider the risks and uncertainties described in Part I, Item 1A, “Risk Factors,” of our 2025 Annual Report, as well as in our other public filings with the SEC. If any of the identified risks are realized, our business, results of operations, financial condition, liquidity, and prospects could be materially and adversely affected. In that case, the trading price of our common stock may decline, and you could lose all or part of your investment. In addition, other risks of which we are currently unaware, or which we do not currently view to be material, could have a material adverse effect on our business, results of operations, financial condition, liquidity, and prospects.
During the three months ended June 30, 2025, there were no material changes to the risks and uncertainties described in Part I, Item 1A, “Risk Factors,” of our 2025 Annual Report.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Unregistered Sales of Equity Securities
None.
Use of Proceeds
Not applicable.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
Our Board has approved various authorizations under our stock repurchase program to repurchase shares of our common stock in the open market or in privately negotiated transactions, subject to market conditions, applicable legal requirements, and other factors (collectively, the stock repurchase program). Our Board last approved an authorization of $2,250,000 on May 21, 2025 to repurchase shares of our common stock under the same conditions as the prior stock repurchase program.
Our stock repurchase program does not obligate us to acquire any amount of common stock and may be suspended at any time at our discretion. The credit agreements governing our revolving credit facilities allow us to make stock repurchases under this program, so long as we do not exceed certain leverage ratios. As of June 30, 2025, we have not exceeded the stated leverage ratios, and no defaults have occurred under these credit agreements.
Stock repurchase activity under our stock repurchase program during the three months ended June 30, 2025, was as follows:
| Total Number of Shares Repurchased (1) (2) | Weighted Average Price per Share | Dollar Value of Shares Repurchased (2) (3) | Dollar Value of Shares Remaining for Repurchase (2) | |||||||||||||||||||||||
| April 1 - April 30, 2025 | 588,656 | $ | 107.02 | $ | 62,998 | $ | 311,703 | |||||||||||||||||||
| May 1 - May 31, 2025 | 532,150 | 118.38 | 62,998 | 2,498,705 | ||||||||||||||||||||||
| June 1 - June 30, 2025 | 545,096 | 104.56 | 56,994 | 2,441,711 | ||||||||||||||||||||||
| Total | 1,665,902 | 109.84 | $ | 182,991 | 2,441,711 |
(1) All share repurchases were made pursuant to our stock repurchase program in open-market transactions.
(2) May not calculate on rounded amounts.
(3) The dollar value of shares repurchased excludes the cost of broker commissions, excise taxes, and other costs.
Subsequent to June 30, 2025, through July 10, 2025, we repurchased 198,863 shares at a weighted average price of $105.60 per share for $21,000 and had $2,420,711 remaining for repurchase under our stock repurchase program.
Refer to Note 7, “Stockholders’ Equity,” of our condensed consolidated financial statements in Part I, Item 1 within this Quarterly Report, for further information on repurchases of our common stock.
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