A Dark Vector Cognition product

Item 1A. Risk Factors

3K characters. Original on sec.gov ·

Item 1A. Risk Factors

Our Annual Report on Form 10-K for the year ended December 31, 2021 includes a listing of risk factors to be considered by investors in our securities. During the third quarter of 2022, 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, 2021.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

As of December 31, 2021, we had an aggregate available repurchase authorization of $358.2 million. In February, 2022, our Board of Directors authorized a $1.4 billion increase to the program. As of September 30, 2022, we had an aggregate available repurchase authorization of $1.05 billion. Pursuant to this program, 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.

As reflected below, during the three-month period ended September 30, 2022, we have repurchased approximately 1.60 million shares at an aggregate cost of approximately $157.86 million (approximately $98.56 per share) pursuant to the terms of our stock repurchase program. In addition, during the three-month period ended September 30, 2022, 3,390 shares were repurchased in connection with income tax withholding obligations resulting from stock-based compensation programs.

During the period of July 1, 2022 through September 30, 2022, we repurchased the following shares:

Additional Dollars Authorized For Repurchase (in thousands)Total number of shares purchasedTotal number of shares cancelledAverage price paid per share for forfeited restricted sharesTotal Number of shares purchased as part of publicly announced programsAverage price paid per share for shares purchased as part of publicly announced programAggregate 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 programMaximum number of dollars that may yet be purchased under the program (in thousands)
July, 2022$-643956$0.01—$-$-—$1,212,458
August, 2022$-209,149367$0.01208,761$109.94$22,951—$1,189,507
September, 2022$-1,395,291798$0.011,392,932$96.85$134,910—$1,054,597
Total July through September, 2022$-1,605,0832,121$0.011,601,69398.56$157,861

Dividends

During the quarter ended September 30, 2022, 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.

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