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 first quarter of 2025:

(1)In January 2025, February 2025 and March 2025, 20,471, 624 and 38,010 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 the program was completed in the first quarter of 2025. On April 23, 2025, our Board of Directors authorized a new $1.5 billion share repurchase program. We plan to begin repurchases under the new program in the second quarter of 2025, and intend to repurchase $1.25 billion under the new program in 2025 and then complete the program by the end of the first quarter of 2026. As of March 31, 2025, there were no open share repurchase programs. 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 sizes) do not include the excise tax, which totaled $2 million year-to-date through March 31, 2025.