Item 1A. Risk Factors

A description of the risk factors associated with our business is contained in the “Risk Factors” section of our Annual Report on Form 10-K for our fiscal year ended December 31, 2022. There have been no material changes to our risk factors as previously reported.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

(a) The difference between the total number of shares (or units) purchased and the total number of shares (or units) purchased as part of publicly announced plans or programs is due to shares withheld by us to satisfy tax withholding obligations in connection with the vesting of restricted stock units issued to employees.

(b) In July 2022, the Board of Directors approved a stock repurchase program providing for up to $1.5 billion of repurchases of our common stock, effective July 28, 2022. Repurchases under the program may be made on the open market, including pursuant to a Rule 10b5-1 plan, and in privately negotiated transactions. The repurchase program does not have an expiration date.

(c) In February 2023, we entered into a $200.0 million accelerated share repurchase ("ASR") agreement and received, on March 1, 2023, and initial delivery of 2.0 million shares of our common stock, representing approximately 80 percent of

the total contract value. The ASR concluded and on March 31, 2023 we received an additional 0.5 million shares. Shares purchased pursuant to the ASR agreement are presented in the table above in the periods in which they were received.