Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
9K characters. Original on sec.gov ·
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Common Stock
The Company’s common stock trades on the NASDAQ Global Select Market under the symbol “TSCO.”
On December 5, 2024, the Company’s Board of Directors authorized a five-for-one forward split (the “Stock Split”) of the Company’s outstanding shares of common stock, par value $0.008 per share. On December 20, 2024, stockholders of record at the close of business on December 16, 2024, received four additional shares of common stock for each share owned by such stockholder. The Certificate of Amendment to the Company’s Restated Certificate of Incorporation filed on December 19, 2024 effected the Stock Split and also proportionately increased the number of authorized common shares from 400.0 million to 2.00 billion. The par value of each share was not changed. All share and per-share information in this Annual Report on Form 10-K has been retroactively restated to reflect the Stock Split.
As of January 24, 2026, the number of record holders of our common stock was 837 (excluding individual participants in nominee security position listings).
Dividends
We paid cash dividends totaling $487.7 million and $472.5 million in fiscal 2025 and 2024, respectively. In fiscal 2025, we declared and paid cash dividends to stockholders of $0.92 per common share outstanding as compared to $0.88 per common share outstanding in fiscal 2024. These payments reflect an increase in the quarterly dividend to $0.23 in all four quarters of fiscal 2025 from $0.22 per share in all four quarters of fiscal 2024.
On February 10, 2026, the Company’s Board of Directors declared a quarterly cash dividend of $0.24 per share of the Company’s outstanding common stock. The dividend will be paid on March 10, 2026, to stockholders of record as of the close of business on February 24, 2026.
It is the present intention of the Company’s Board of Directors to continue to pay a quarterly cash dividend; however, the declaration and payment amount of future dividends will be determined by the Company’s Board of Directors in its sole discretion and will depend upon the earnings, financial condition, and capital needs of the Company, along with any other factors which the Company’s Board of Directors deem relevant.
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Issuer Purchases of Equity Securities
The Company’s Board of Directors has authorized common stock repurchases under a share repurchase program, which was most recently increased by $1.00 billion on February 12, 2025. The total amount authorized under the program, which has been increased from time to time, is currently $7.50 billion, exclusive of any fees, commissions or other expenses related to such repurchases. The share repurchase program does not have an expiration date. As of December 27, 2025, the Company had remaining authorization under the share repurchase program of $1.13 billion, exclusive of any fees, commissions or other expenses. Additionally, the Company withholds shares from vested restricted stock units and performance-based restricted share units to satisfy employees’ minimum statutory tax withholding requirements. Stock purchase activity during fiscal 2025 is set forth in the table below:
| Period | Total Number of Shares Purchased | Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (b) | ||||||||||||||||||||||
| First Quarter (a) | 1,987,824 | $ | 54.29 | 1,727,207 | $ | 1,393,397,825 | ||||||||||||||||||||
| Second Quarter (a) | 1,457,093 | $ | 51.10 | 1,446,917 | $ | 1,319,474,084 | ||||||||||||||||||||
| Third Quarter (a) | 1,291,103 | $ | 59.31 | 1,270,392 | $ | 1,244,131,945 | ||||||||||||||||||||
| Fourth Quarter: (a) | ||||||||||||||||||||||||||
| September 28, 2025 - October 25, 2025 | 700,000 | $ | 55.40 | 700,000 | $ | 1,205,362,627 | ||||||||||||||||||||
| October 26, 2025 - November 22, 2025 | 683,747 | $ | 54.36 | 680,367 | $ | 1,168,383,697 | ||||||||||||||||||||
| November 23, 2025 - December 27, 2025 | 792,085 | $ | 52.80 | 792,085 | $ | 1,126,572,889 | ||||||||||||||||||||
| 2,175,832 | $ | 54.13 | 2,172,452 | $ | 1,126,572,889 | |||||||||||||||||||||
| As of and for the year ended December 27, 2025 | 6,911,852 | $ | 54.50 | 6,616,968 | $ | 1,126,572,889 |
(a) The total number of shares purchased and average price paid per share include shares withheld from vested stock awards to satisfy employees’ minimum statutory tax withholding requirements of 260,617 during the first quarter, 10,176 during the second quarter, 20,711 during the third quarter, and 3,380 during the fourth quarter.
(b) Excludes excise taxes incurred on share repurchases.
We expect to implement the balance of the repurchase program through purchases made from time to time either in the open market or through private transactions, in accordance with regulations of the SEC and other applicable legal requirements. The timing and amount of any common stock repurchased under the program will depend on a variety of factors including price, corporate and regulatory requirements, capital availability, and other market conditions.
Any additional stock repurchase programs will be subject to the discretion of our Board of Directors and will depend upon earnings, financial condition, and capital needs of the Company, along with any other factors which the Board of Directors deem relevant. The program may be limited, temporarily paused, or terminated at any time, without prior notice.
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STOCK PERFORMANCE GRAPH
This performance graph shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of Tractor Supply Company under the Securities Act of 1933, as amended, or the Exchange Act.
The following graph compares the cumulative total stockholder return on our common stock from December 26, 2020 to December 27, 2025 (the Company’s fiscal year-ends), with the cumulative total returns of the S&P 500 Index and the S&P Retail Index over the same period. The comparison assumes that $100 was invested on December 26, 2020, in our common stock and in each of the foregoing indices and in each case assumes reinvestment of dividends. The historical stock price performance shown on this graph is not indicative of future performance.

| 12/26/2020 | 12/25/2021 | 12/31/2022 | 12/30/2023 | 12/28/2024 | 12/27/2025 | |||||||||||||||||||||||||||||||||
| Tractor Supply Company | $ | 100.00 | $ | 157.10 | $ | 157.69 | $ | 153.66 | $ | 198.19 | $ | 189.82 | ||||||||||||||||||||||||||
| S&P 500 | $ | 100.00 | $ | 129.44 | $ | 106.92 | $ | 135.03 | $ | 171.36 | $ | 201.43 | ||||||||||||||||||||||||||
| S&P Retail Index | $ | 100.00 | $ | 120.64 | $ | 79.56 | $ | 113.30 | $ | 153.49 | $ | 159.33 |
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