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

2K characters. Original on sec.gov ·

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

Issuer Purchases of Equity Securities

The following table provides information about purchases of Holdings’ common stock by Holdings during the third quarter of 2024:

PeriodTotal Number of Shares PurchasedAverage Price Paid Per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)Maximum Dollar Amount of Shares That May Yet Be Purchased Under the Program (2)
July 1, 2024 to July 31, 2024142,693(1)$690.37141,878
August 1, 2024 to August 31, 2024272,032(1)$697.57271,568
September 1, 2024 to September 30, 2024125,163(1)$706.62124,016
Total539,888$697.76537,462$625,000,000

(1)In July 2024, August 2024 and September 2024, 815, 464 and 1,147 shares, respectively, were withheld by Holdings to satisfy tax withholding obligations upon the vesting of restricted stock unit awards. These shares were not acquired pursuant to any repurchase plan or program.

(2)On January 24, 2024, our Board of Directors authorized a $1.5 billion share repurchase program, and repurchases under this program began in March 2024. We intend to repurchase a total of $1.25 billion under this program in 2024, and then complete the program by the end of the first quarter of 2025. A 1 percent excise tax is imposed on “net repurchases” (certain purchases minus certain issuances) of common stock. The repurchases above (as well as the total program size and expected 2024 repurchases) do not include the excise tax, which totaled $10 million year-to-date through September 30, 2024.

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