filings.toolsItem 1A. RISK FACTORS
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Item 1A. RISK FACTORS
There have been no material changes to the risk factors disclosed in Item 1A. “Risk Factors” contained in our Annual Report on Form 10-K for the year ended December 31, 2025.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Issuer Purchases of Equity Securities.
| Issuer Purchases of Equity Securities | ||||||||||||||
| (a) | (b) | (c) | (d) | |||||||||||
| Period | Total Number of Shares (or Units) Purchased (2) | Average Price Paid per Share (or Unit) | Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs | Maximum Number of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs (1) | ||||||||||
| January 1 - 31, 2026 | 297,345 | $ | 327.8870 | 297,345 | 8,000,331 | |||||||||
| February 1 - 28, 2026 | 316,574 | $ | 335.8802 | 295,095 | 7,705,236 | |||||||||
| March 1 - 31, 2026 | 457,076 | $ | 328.5770 | 410,076 | 7,295,160 | |||||||||
| Total | 1,070,995 | $ | — | 1,002,516 | 7,295,160 |
(1) On November 7, 2024, the Company’s Board approved an amendment to the share repurchase program authorizing the Company and/or its subsidiary Holdings, to purchase up to an additional 10.0 million shares. Currently, an aggregate amount of 42.0 million of the Company’s shares (recognizing that the number of shares authorized for repurchase has been reduced by those shares that have already been purchased) in open market transactions, 10b5-1 share repurchase plans, privately negotiated transactions, or a combination thereof. As of March 31, 2026, the Company and/or its subsidiary Holdings have repurchased an aggregate of 34.7 million of the Company’s shares.
(2) Shares that have not been repurchased through a publicly announced plan or program consist of shares repurchased by the Company from employees in order to satisfy tax withholding obligations on vestings and/or settlements of share-based compensation awards.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
None of our directors or officers (as defined in Exchange Act Rule 16a-1(f)) adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408, during the fiscal quarter ended March 31, 2026.
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