A Dark Vector Cognition product

Item 1A. RISK FACTORS

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Item 1A. RISK FACTORS

There have been no material changes to the risk factors included in our 2025 Form 10-K under the heading “Risk Factors Relating to Our Business” and “Risk Factors Relating to Regulation”.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The table below sets forth information regarding purchases of our common stock primarily related to our share repurchase program that were made by us or on our behalf during the three months ended June 30, 2026:

($ in millions, except per share data)Total Number of Shares Purchased**(a)**Average Price Paid Per Share**(b)**Total Number of Shares Purchased as Part of Publicly Announced ProgramsMaximum Dollar Value of Shares That May Yet Be Purchased Under the Programs**(b)(c)**
April 1 - 30, 20262,074,797$76.312,009,311$6,346.2
May 1 - 31, 20267,894,919$71.927,893,312$5,778.5
June 1 - 30, 20261,819,961$70.631,819,942$5,650.0
Total11,789,677$72.4911,722,565$5,650.0

(a)Includes 65,486 shares, 1,607 shares and 19 shares withheld in April, May and June, respectively, to offset tax withholding obligations that occur upon the delivery of outstanding shares underlying performance stock awards, restricted stock awards or upon the exercise of stock options.

(b)Amounts exclude commission costs.

(c)In April 2026, the Company announced that the Board approved a new share repurchase program of up to $6.5 billion of the Company’s common stock, which commenced in the second quarter of 2026 and, in a change from our prior share repurchase programs, does not have an expiration date. The new share repurchase program replaces the Company’s prior program, which was scheduled to expire on June 30, 2026.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

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