filings.toolsItem 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
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Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
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Market information
Our common stock has traded on the NASDAQ Global Select Market under the symbol “ULTA” since October 25, 2007. Our initial public offering was priced at $18.00 per share. The following table sets forth the high and low sales prices for our common stock on the NASDAQ Global Select Market during fiscal years 2015 and 2014:
| Fiscal Year 2015 | High | Low | ||||||
| First quarter | $ | 158.97 | $ | 128.11 | ||||
| Second quarter | 171.21 | 149.12 | ||||||
| Third quarter | 176.77 | 120.38 | ||||||
| Fourth quarter | 188.48 | 151.52 |
| Fiscal Year 2014 | High | Low | ||||||
| First quarter | $ | 104.30 | $ | 83.50 | ||||
| Second quarter | 97.11 | 84.79 | ||||||
| Third quarter | 121.56 | 92.45 | ||||||
| Fourth quarter | 136.08 | 118.66 |
Holders of the registrant’s common stock
The last reported sale price of our common stock on the NASDAQ Global Select Market on March 24, 2016 was $191.76 per share. As of March 24, 2016, we had 48 holders of record of our common stock. Because many shares of common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders.
Dividends
No cash dividends were declared on our common stock in 2015 or 2014 nor have any decisions been made to pay a dividend in the foreseeable future. Our Board of Directors may determine future dividends after giving consideration to our levels of profit and cash flow, capital requirements, current and future liquidity, restrictions as part of our credit facility as well as financial and other conditions existing at the time.
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Purchases of equity securities by the issuer and affiliated purchasers
The following table sets forth repurchases of our common stock during the fourth quarter of 2015:
| Period | Total number of shares purchased(1) | Average price paid per share | Total number of shares purchased as part of publicly announced plans or programs(2) | Approximate dollar value of shares that may yet to be purchased under plans or programs (in thousands)(2) | ||||||||||||
| November 1, 2015 to November 28, 2015 | 83,970 | $ | 167.90 | 83,970 | $ | 224,705 | ||||||||||
| November 29, 2015 to December 26, 2015 | 74,821 | 179.46 | 74,821 | 211,277 | ||||||||||||
| December 27, 2015 to January 30, 2016 | 104,089 | 179.62 | 103,551 | 192,680 | ||||||||||||
| 13 weeks ended January 30, 2016 | 262,880 | 175.83 | 262,342 | 192,680 | ||||||||||||
| (1) | There were 262,342 shares repurchased as part of our publicly announced share repurchase program during the three months ended January 30, 2016 and there were 538 shares transferred from employees in satisfaction of minimum statutory tax withholding obligations upon the vesting of restricted stock during the period. |
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| (2) | On September 11, 2014, we announced that our Board of Directors authorized a new share repurchase program (the 2014 Share Repurchase Program) pursuant to which the Company may repurchase up to $300 million of the Company’s common stock. The 2014 Share Repurchase Program authorization revoked the previously authorized, but unused amounts of $112.7 million from our prior 2013 Share Repurchase Program. The 2014 Share Repurchase Program did not have an expiration date and could be suspended or discontinued at any time. On March 12, 2015, we announced that our Board of Directors authorized an increase of $100 million to the 2014 Share Repurchase Program effective March 17, 2015. As of January 30, 2016, $192.7 million remained available under the $400 million 2014 Share Repurchase Program. |
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On March 10, 2016, we announced that the Board of Directors authorized a new share repurchase program (the 2016 Share Repurchase Program) pursuant to which the Company may repurchase up to $425 million of the Company’s common stock. The 2016 Share Repurchase Program authorization revokes the previously authorized but unused amounts from the 2014 Share Repurchase Program. As part of the 2016 Share Repurchase Program, the Company entered into an Accelerated Share Repurchase agreement with Goldman, Sachs & Co. to repurchase $200 million of the Company’s common stock. For additional information, see Note 16 to our consolidated financial statements, “Subsequent Event” included in this Annual Report on Form 10-K.
Recent sales of unregistered securities
None.
Securities authorized for issuance under equity compensation plans
The following table provides information about Ulta Beauty common stock that may be issued under our equity compensation plans as of January 30, 2016.
| Plan category | Number of securities to be issued upon exercise of outstanding options, warrants and rights(2) | Weighted-average exercise price of outstanding options, warrants and rights(3) | Number of securities remaining available for future issuance under equity compensation plans(4) | |||||||||
| Equity compensation plans approved by security holders(1) | 1,103,517 | $ | 104.58 | 4,095,792 | ||||||||
| Equity compensation plans not approved by security holders | — | — | — | |||||||||
| Total | 1,103,517 | $ | 104.58 | 4,095,792 | ||||||||
| (1) | Includes options issued and available for exercise and shares available for issuance in connection with past awards under the 2011 Incentive Award Plan and predecessor equity incentive plans. We currently grant awards only under the 2011 Incentive Award Plan. |
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| (2) | Includes 939,415 shares issuable pursuant to the exercise of outstanding stock options, 143,850 shares issuable pursuant to restricted stock units and 20,252 shares issuable pursuant to performance-based units. |
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| (3) | Calculation of weighted-average exercise price of outstanding awards includes stock options, but does not include shares of restricted stock units or performance-based units that convert to shares of common stock for no consideration. |
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| (4) | Represents shares that are available for issuance pursuant to the 2011 Incentive Award Plan. The shares available under the plan are reduced by 1.0 for each stock option awarded and by 1.5 for each restricted stock unit and performance-based unit awarded. |
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Stock performance graph
The following performance graph and related information shall not be deemed “soliciting material” or to be “filed” with the SEC, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except to the extent that we specifically incorporate it by reference into such filing.
Set forth below is a graph comparing the cumulative total stockholder return on Ulta Beauty’s common stock with the NASDAQ Global Select Market Composite Index (NQGS) and the S&P Retail Index (RLX) for the period covering January 29, 2011 through the end of Ulta Beauty’s fiscal year ended January 30, 2016. The graph assumes an investment of $100 made at the closing of trading on January 29, 2011, in (i) Ulta Beauty’s common stock, (ii) the stocks comprising the NQGS and (iii) stocks comprising the RLX. All values assume reinvestment of the full amount of all dividends, if any, into additional shares of the same class of equity securities at the frequency with which dividends are paid on such securities during the applicable time period.
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| Company / Index | January 29, 2011 | January 28, 2012 | February 2, 2013 | February 1, 2014 | January 31, 2015 | January 30, 2016 | ||||||||||||||||||
| Ulta | $ | 100.00 | $ | 205.60 | $ | 267.05 | $ | 232.51 | $ | 360.20 | $ | 494.59 | ||||||||||||
| NASDAQ Global Select Market Com | 100.00 | 104.69 | 116.88 | 152.20 | 172.59 | 172.82 | ||||||||||||||||||
| S&P 500 Retailing Index | 100.00 | 111.34 | 140.19 | 174.22 | 206.88 | 239.07 |
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