Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The information required by this Item is incorporated herein by reference to the Proxy Statement to be issued in connection with the Annual Meeting of Stockholders of our Company which is expected to be held on July 16, 2019, under that section of the Proxy Statement to be titled “Beneficial Ownership.” That Proxy Statement will be filed within 120 days after the end of our fiscal year.

Securities Authorized for Issuance under Equity Compensation Plans

The following table sets forth information with respect to our compensation plans under which our equity securities may be issued, as of February 28, 2019. The equity compensation plans approved by security holders include our Long-Term Stock Incentive Plan and our 1989 Employee Stock Purchase Plan.

Equity Compensation Plan Information



	(a)		(b)			(c)
Plan Category	Number of securities to be issued upon exercise of outstanding options, warrants and rights		Weighted average exercise price of outstanding options, warrants and rights			Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
Equity compensation plans approved by security holders	6,454,437	(1)	$	81.87	(2)	13,345,733	(3)
Equity compensation plans not approved by security holders	—		$	—		—
Total	6,454,437		$	81.87		13,345,733


(1)	Includes 448,966 shares of unvested performance share units and 314,252 shares of unvested restricted stock units under our Long-Term Stock Incentive Plan. The unvested performance share units represent the maximum number of shares to be awarded, which ranges from 100% to 200% of the target shares granted. We currently estimate that 152,764 of the target shares granted will be awarded between 100% and 175% of target; 73,532 of the target shares granted will be awarded between 25% and 75% and 33,168 of the target shares granted will not be awarded based upon our expectations as of February 28, 2019, regarding the achievement of specified performance targets.

(1)

Includes 448,966 shares of unvested performance share units and 314,252 shares of unvested restricted stock units under our Long-Term Stock Incentive Plan. The unvested performance share units represent the maximum number of shares to be awarded, which ranges from 100% to 200% of the target shares granted. We currently estimate that 152,764 of the target shares granted will be awarded between 100% and 175% of target; 73,532 of the target shares granted will be awarded between 25% and 75% and 33,168 of the target shares granted will not be awarded based upon our expectations as of February 28, 2019, regarding the achievement of specified performance targets.


(2)	Excludes unvested performance share units and unvested restricted stock units under our Long-Term Stock Incentive Plan that can be exercised for no consideration.


(3)	Includes 1,423,013 shares of Class A Common Stock under our Employee Stock Purchase Plan remaining available for purchase, of which approximately 43,400 shares are subject to purchase during the current offering period.

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