filings.toolsItem 1A. Risk Factors
4K characters. Original on sec.gov ·
Item 1A. Risk Factors
Our Annual Report on Form 10-K for the year ended December 31, 2020 includes a listing of risk factors to be considered by investors in our securities. During the third quarter of 2021, there have been no material changes in our risk factors from those set forth in our Annual Report on Form 10-K for the year ended December 31, 2020.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
As of September 30, 2021, we had an aggregate stock repurchase authorization of $3.7 billion which was approved by our Board of Directors in various increments since 2014, including an authorized $1.0 billion increase in our stock repurchase program on July 26, 2021. Pursuant to the terms of this program, which had an aggregate available repurchase authorization of $790.5 million as of September 30, 2021, shares of our Class B Common Stock may be repurchased, from time to time as conditions allow, on the open market or in negotiated private transactions. There is no expiration date for our stock repurchase program.
During the second quarter of 2021, our Board of Directors approved a resumption of our stock repurchase program which had been suspended since April, 2020, as part of various COVID-19 initiatives. As reflected below, during the three-month period ended September 30, 2021, we have repurchased approximately 2.78 million shares at an aggregate cost of approximately $419.1 million (approximately $151.00 per share) pursuant to the terms of our stock repurchase program. In addition, during the three-month period ended September 30, 2021, 9,001 shares were repurchased in connection with income tax withholding obligations resulting from stock-based compensation programs.
During the period of July 1, 2021 through September 30, 2021, we repurchased the following shares:
| Additional Dollars Authorized For Repurchase (in thousands) | Total number of shares purchased | Total number of shares cancelled | Average price paid per share for forfeited restricted shares | Total Number of shares purchased as part of publicly announced programs | Average price paid per share for shares purchased as part of publicly announced program | Aggregate purchase price paid for shares purchased as part of publicly announced program (in thousands) | Maximum number of shares that may yet be purchased under the program | Maximum number of dollars that may yet be purchased under the program (in thousands) | ||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| July, 2021 | $ | 1,000,000,000 | 4,842 | 2,138 | $ | 0.01 | — | — | — | — | $ | 1,209,545 | ||||||||||||||||||||||||
| August, 2021 | — | 1,165,130 | 2,248 | $ | 0.01 | 1,164,082 | $ | 153.37 | 178,536 | — | $ | 1,031,009 | ||||||||||||||||||||||||
| September, 2021 | — | 1,615,024 | 1,426 | $ | 0.01 | 1,611,913 | $ | 149.21 | 240,514 | — | $ | 790,495 | ||||||||||||||||||||||||
| Total July through September, 2021 | $ | 1,000,000,000 | 2,784,996 | 5,812 | $ | 0.01 | 2,775,995 | 150.95 | $ | 419,050 |
Dividends
During the quarter ended September 30, 2021, we declared and paid dividends of $.20 per share. Dividend equivalents are accrued on unvested restricted stock units and will be paid upon vesting of the restricted stock unit.
Previous: Item 1. Legal Proceedings · Next: Item 6. Exhibits