Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
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Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
The information under the caption "Stock Ownership" in the 2026
proxy statement is incorporated herein by reference.
On December 31, 2025 we had an equity compensation plan
under which options were granted at a price not less than fair
market value at the date of grant and under which awards of
restricted stock units (RSUs) and performance stock units (PSUs)
were made. Options and RSUs were also awarded under a
previous plan. Additional information regarding our equity
compensation plans appears in Note 1 and Note 9 to our
Consolidated Financial Statements. On December 31, 2025 we
also had a stock performance incentive award program pursuant
to which shares of our common stock were and may be issued to
certain employees with respect to performance. The status of
these plans, each of which were previously submitted to and
approved by our shareholders, on December 31, 2025 is as
follows:
| Plan | 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 shares reflected in the first column) |
| 2008 Employee Stock Purchase Plan | N/A | N/A | 4,925,529 |
| 2011 Long-Term Incentive Plan(1) | 11,165,209 | $234.56 | 31,297,061 |
| 2011 Performance Incentive Award Plan | N/A | N/A | 335,395 |
| Total | 36,557,985 |
(1) The 2011 Long-Term Incentive Plan securities to be issued
upon exercise include 627,908 RSUs and 174,228 PSUs. The
weighted-average exercise price does not take these awards into
account.
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