A Dark Vector Cognition product

Item 1A. RISK FACTORS

3K characters. Original on sec.gov ·

Item 1A. RISK FACTORS

There have been no material changes with respect to the risk factors disclosed in our 2024 Form 10-K.

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

The following table contains information with respect to purchases made by or on behalf of Equifax or any “affiliated purchaser” (as defined in Rule 10b-18(a) (3) under the Securities Exchange Act of 1934), of our common stock during the quarter ended June 30, 2025:

Total Number of SharesAverage Price PaidTotal Number of Shares Purchased as Part of Publicly-AnnouncedMaximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or
PeriodPurchased (1)Per Share (2)Plans or ProgramsPrograms (3)
April 1 - April 30, 202596,218$256.4995,521$2,975,499,819
May 1 - May 31, 2025302,851$268.03297,308$2,895,812,356
June 1 - June 30, 202586,679$267.6986,677$2,872,609,790
Total485,748479,506

(1)The total number of shares purchased for the quarter includes, if applicable: (a) shares purchased pursuant to our publicly-announced share repurchase program (95,521 shares for the month of April 2025, 297,308 shares for the month of May 2025, and 86,677 shares for the month of June 2025); and (b) shares surrendered, or deemed surrendered, in satisfaction of the exercise price and/or to satisfy tax withholding obligations in connection with the exercise of employee stock options and vesting of restricted stock (697 shares for the month of April 2025, 5,543 shares for the month of May 2025, and 2 shares for the month of June 2025).

(2)Average price paid per share for shares purchased as part of our existing repurchase program (excludes brokerage commissions and excise taxes).

(3)On April 21, 2025, the Board of Directors terminated the existing share repurchase authorization and approved an authorization to repurchase up to $3 billion of shares of common stock. At June 30, 2025, approximately $2.9 billion was available for future purchases of common stock under our share repurchase authorization. The program does not have a stated expiration date.

Dividend and Share Repurchase Restrictions

Our Revolver restricts our ability to pay cash dividends on our capital stock or repurchase capital stock if a default or event of default exists or would result if these payments were to occur, according to the terms of the applicable credit agreements.

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