A Dark Vector Cognition product

Item 1A. Risk Factors

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Item 1A. Risk Factors

For a discussion of our risk factors please see the section entitled “Risk Factors” in our 2023 Annual Report on Form 10-K.

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

The table below summarizes our repurchases of common stock during the three months ended March 31, 2024.

PeriodTotal Number of Shares PurchasedAverage Price Paid per Share**(1)(2)**Total Number of Shares Purchased as Part of Publicly Announced Plans or ProgramsApproximate Dollar Value of Shares that May Yet Be Purchased under the Plans or Programs ($ in millions)
January 1, 2024 - January 26, 2024116,315$465.22116,315$3,571
January 27, 2024 - February 23, 20241,971,110NM(2)1,971,1102,505
February 24, 2024 - March 29, 2024129,283$462.44129,2832,446
Total2,216,708NM(2)2,216,708$2,446

(1)Excludes commissions paid and other costs of execution, including taxes.

(2)During the first quarter of 2024, the company entered into an accelerated share repurchase (ASR) agreement with Morgan Stanley to repurchase $1.0 billion of the company’s common stock and received an initial delivery of shares representing 80 percent of the share repurchase agreement.

Share repurchases take place from time to time, subject to market conditions and management’s discretion, in the open market or in privately negotiated transactions. The company retires its common stock upon repurchase and, in the periods presented, has not made any purchases of common stock other than in connection with these publicly announced repurchase programs.

See Note 2 to the financial statements for further information on our share repurchase programs.

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