filings.toolsItem 1A. Risk Factors
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Item 1A. Risk Factors
During the first nine months of 2022, there have been no material changes to the risk factors in Part I – Item 1A – Risk Factors in the 2021 Form 10-K.
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THE CHARLES SCHWAB CORPORATION
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
On January 30, 2019, CSC publicly announced that its Board of Directors authorized the repurchase of up to $4.0 billion of common stock (2019 Repurchase Program). There were no share repurchases under the 2019 Repurchase Program during the third quarter of 2022. On July 27, 2022, CSC publicly announced that its Board of Directors terminated the 2019 Repurchase Program and replaced it with a new authorization to repurchase up to $15.0 billion of common stock (2022 Repurchase Program). The 2022 Repurchase Program does not have an expiration date. See also Part I – Item 1 – Note 13.
The following table summarizes purchases made by or on behalf of CSC of its common stock for each calendar month in the third quarter of 2022 (in millions, except number of shares, which are in thousands, and per share amounts):
| Month | Total Number of Shares Purchased | 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 2022 Repurchase Program | ||||||||||||||||||||||
| July: | ||||||||||||||||||||||||||
| 2022 Repurchase Program | — | $ | — | — | $ | 15,000 | ||||||||||||||||||||
| Employee transactions (1) | 34 | $ | 63.11 | N/A | N/A | |||||||||||||||||||||
| August: | ||||||||||||||||||||||||||
| 2022 Repurchase Program | 15,031 | $ | 66.53 | 15,031 | $ | 14,000 | ||||||||||||||||||||
| Employee transactions (1) | 4 | $ | 68.59 | N/A | N/A | |||||||||||||||||||||
| September: | ||||||||||||||||||||||||||
| 2022 Repurchase Program | 6,918 | $ | 72.26 | 6,918 | $ | 13,500 | ||||||||||||||||||||
| Employee transactions (1) | 71 | $ | 71.88 | N/A | N/A | |||||||||||||||||||||
| Total: | ||||||||||||||||||||||||||
| 2022 Repurchase Program | 21,949 | $ | 68.33 | 21,949 | $ | 13,500 | ||||||||||||||||||||
| Employee transactions (1) | 109 | $ | 69.01 | N/A | N/A |
(1) Includes restricted shares withheld (under the terms of grants under employee stock incentive plans) to offset tax withholding obligations that occur upon vesting and release of restricted shares. CSC may receive shares delivered or attested to pay the exercise price and/or to satisfy tax withholding obligations by employees who exercise stock options granted under employee stock incentive plans, which are commonly referred to as stock swap exercises.
N/A Not applicable.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
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