filings.toolsItem 1A. Risk Factors
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Item 1A. Risk Factors
There have been no material changes from the significant risk factors and uncertainties previously disclosed under the heading "Risk Factors" in the Company's annual report on Form 10-K for the year ended December 31, 2021, that if they were to occur, could materially adversely affect the Company’s business, financial condition, operating results and/or cash flow. For a discussion of the Company’s risk factors, refer to Item 1A. “Risk Factors” contained in the Company’s annual report on Form 10-K for the year ended December 31, 2021.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
MOODY'S PURCHASES OF EQUITY SECURITIES
For the three months ended March 31, 2022
| Period | Total Number of Shares Purchased (1) | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Program | Approximate Dollar Value of Shares That May Yet be Purchased Under the Program**(2)(3)** | ||||||||||||||||||||||
| January 1- 31 | 429,410 | $ | 351.71 | 428,827 | $ | 1,680 | million | |||||||||||||||||||
| February 1- 28 | 22,405 | $ | 328.72 | 21,801 | $ | 1,673 | million | |||||||||||||||||||
| March 1- 31 | 1,494,127 | $ | 323.64 | 1,242,120 | $ | 1,173 | million | |||||||||||||||||||
| Total | 1,945,942 | $ | 330.82 | 1,692,748 |
(1)Includes surrender to the Company of 583; 604; and 252,007 shares of common stock in January, February and March, respectively, to satisfy tax withholding obligations in connection with the vesting of restricted stock issued to employees.
(2)As of the last day of each of the months. On February 9, 2021, the Board authorized $1 billion in share repurchase authority and on February 7, 2022, the Board of Directors approved an additional $750 million of share repurchase authority. At March 31, 2022 there was approximately $1,173 million of combined share repurchase authority remaining. There is no established expiration date for the remaining authorization.
(3) Pursuant to an ASR executed in March 2022, the Company paid $500 million to a counterparty and received an initial delivery of 1.2 million shares of its common stock. In April 2022, the ASR agreement was completed and the Company received delivery of an additional 0.3 million shares of the Company’s common stock.
During the first quarter of 2022, Moody’s issued a net 0.5 million shares under employee stock-based compensation plans.
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