A Dark Vector Cognition product

Item 1A. Risk Factors.

3K characters. Original on sec.gov ·

Item 1A. Risk Factors.

There were no material changes to the risk factors disclosed 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.

Our stock repurchase activity for each of the three months in the quarter ended March 31, 2026 was:

Issuer Purchases of Equity Securities
PeriodTotal Number of Shares Purchased (1)Average Price Paid per Share (1)Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) (3)Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (2) (4)
January 1-31, 20267,421$54.25—$6,702
February 1-28, 2026215,17461.44—6,702
March 1-31, 2026233,98959.67—6,702
For the Quarter Ended March 31, 2026456,58460.42—

(1)The total number of shares purchased (and the average price paid per share) reflects: (i) shares purchased pursuant to the repurchase program described in (2) below; and (ii) shares tendered to us by employees who used shares to exercise options and to pay the related taxes for grants of deferred stock that vested, totaling 7,421 shares, 215,174 shares and 233,989 shares for the months of January, February and March 2026, respectively.

(2)Effective January 1, 2025, our Board of Directors authorized a program for the repurchase of up to $9.0 billion of our Common Stock through December 31, 2027, excluding excise taxes. During the three months ended March 31, 2026, we did not repurchase any shares. As of March 31, 2026, we had approximately $6.7 billion of share repurchase authorization remaining. See related information in Note 9, Shareholders' Equity.

(3)Any excise tax incurred on share repurchases is recognized as part of the cost basis of the shares acquired.

(4)Dollar values stated in millions.

Previous: Item 4. Controls and Procedures. · Next: Item 5. Other Information.