Item 1A. Risk Factors.

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Item 1A. Risk Factors.

For the three and nine months ended September 30, 2024 there were no material changes from risk factors disclosed in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

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

Issuer Purchases of Equity Securities


	(a)	(b)		(c)	(d)
Total Number of Shares Purchased	Average Price Paid per Share	Total Number of Shares Purchased as Part of Publicly Announced Program		Approximate Dollar Value (in thousands) of Shares that may yet be Purchased under the Program


July 1 to July 30, 2024	54,054	$	1,375.64	54,054	$	2,059,072,950
August 1 to August 31, 2024	54,714	$	1,423.47	54,714	$	1,981,187,983
September 1 to September 30, 2024	43,153	$	1,396.26	43,153	$	1,920,934,295
Total	151,921	$	1,398.73	151,921	$	1,920,934,295

The Company has $1.9 billion of remaining availability as of September 30, 2024. We have purchased 32.2 million shares at an average price per share of $297.53 since the inception of the program through September 30, 2024.

During the nine months ended September 30, 2024 and 2023, we spent $637.5 million and $724.0 million on the repurchase of 482,413 and 526,019 shares at an average price per share of $1,321.46 and $1,388.54, respectively. We also reissued 58,909 shares and 70,812 shares held in treasury upon the exercise of stock options and vesting of restricted stock units during the nine months ended September 30, 2024 and 2023, respectively. In addition, we incurred $5.8 million and $6.4 million of excise tax during the nine months ended September 30, 2024 and 2023, respectively related to the Inflation Reduction Act which is reflected as a reduction in shareholders' equity in our consolidated financial statements.

**Item 3.**Defaults Upon Senior Securities. None

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