filings.toolsItem 1A. Risk Factors
3K characters. Original on sec.gov ·
Item 1A. Risk Factors
There have been no material changes from the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023.
Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities
a.Not applicable.
b.Not applicable.
c.The below table presents shares of Dover stock that we acquired during the quarter.
| Period | Total Number of Shares Purchased | Average Price Paid per Share (2) | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased under the Plans or Programs (1) | |||||||||||||||||||
| July 1 to July 31 | 299,443 | $ | 174.26 | 299,443 | 17,130,718 | ||||||||||||||||||
| August 1 to August 31 | — | — | — | 17,130,718 | |||||||||||||||||||
| September 1 to September 30 | — | — | — | 17,130,718 | |||||||||||||||||||
| For the Third Quarter | 299,443 | $ | 174.26 | 299,443 | 17,130,718 |
(1) In August 2023, the Company's Board of Directors approved a new standing share repurchase authorization whereby the Company may repurchase up to 20 million shares beginning on January 1, 2024 through December 31, 2026. As of September 30, 2024, the number of shares still available for repurchase under the current share repurchase authorization was 17,130,718.
(2) Under the terms of the ASR Agreement, the Company paid Citibank $500.0 million on March 1, 2024 and on that date received initial delivery of 2,569,839 shares, representing a substantial majority of the shares expected to be retired over the course of the ASR Agreement. In July, Citibank delivered 299,443 additional shares which completed the ASR Program. During 2024, the Company received a total of 2,869,282 shares upon completion of the ASR Agreement. The total number of shares ultimately repurchased under the ASR Agreement was based on the volume-weighted average share price of Dover's common stock during the calculation period of the ASR Program, less a discount, which was $174.26 over the term of the ASR Program.
Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4. Mine Safety Disclosures
Not applicable.
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