Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS. (in millions, except share and per share data)
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Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS. (in millions, except share and per share data)
| (a) | (b) | (c) | (d) | |||||||||||||||||||||||
| Period | Total 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) | Approximate Maximum Dollar Value of Shares that may yet be Purchased under the Plans or Programs (2) | ||||||||||||||||||||||
| July 1, 2024 through July 31, 2024 | 3,291,487 | $ | 44.82 | 3,259,581 | $ | 750 | ||||||||||||||||||||
| August 1, 2024 through August 31, 2024 | 1,526,190 | $ | 51.04 | 1,525,803 | $ | 672 | ||||||||||||||||||||
| September 1, 2024 through September 30, 2024 | 2,256,060 | $ | 53.09 | 2,254,731 | $ | 552 |
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(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 delivered to the Company from stock awards held by employees upon vesting for the purpose of covering the recipients’ tax withholding obligations, totaling 31,906 shares, 387 shares, and 1,329 shares for the fiscal months of July, August, and September 2024, respectively. Subsequent to the end of the covered period, the Company repurchased 5,626,345 additional shares at an average price of $53.76 per share pursuant to a Rule 10b5-1 plan for a total amount of $750 repurchased as of the date of filing under the February 2024 stock repurchase program described in (2) below.
(2)In February 2024, the Board of Directors authorized a stock repurchase program to repurchase shares of outstanding common stock to offset the dilutive impact of employee stock award vesting and to provide returns to shareholders, provided that the aggregate value of shares of common stock repurchased does not exceed $1,000. The program will expire after 24 months (in February 2026). In October 2024, the Board of Directors authorized an additional $2,000 stock repurchase program to repurchase shares of outstanding common stock. The program will expire after 24 months (in October 2026). The programs will be executed at the Company's discretion. The repurchase programs may be discontinued at any time, and the program does not obligate the Company to acquire any specific number of shares of its common stock or to repurchase the full authorized amount during the authorization period. Consequently, the Board of Directors may revise or terminate such share repurchase authorization in the future.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
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