Item 2. Unregistered Sales of Equity Securities
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
The following table sets forth share repurchases, on a trade date basis, for each of the three months of the quarter ended June 30, 2026.
Issuer Purchases of Equity Securities
Period Total
number
of shares
(or units)
purchased
Average
price paid
per share
(or unit) (1)
Total number of
shares (or units)
purchased as part of
publicly announced
plans or programs (2)
Maximum number (or
approximate dollar
value) of shares (or
units) that may yet be
purchased under the
plans or programs
(in thousands) (2)
April 1, 2026 - April 30, 2026 1,425 (3)
$ 124.72 — $ 1,706,845
May 1, 2026 - May 31, 2026 698,150 (4)
121.34 697,910 1,622,159
June 1, 2026 - June 30, 2026 1,336,264 108.51 1,336,264 1,477,160
Total 2,035,839
$ 112.92 2,034,174
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(1) Average price paid per share of CF Industries Holdings, Inc. (CF Holdings) common stock repurchased under the 2025 Share Repurchase Program, as defined below, is the execution price, excluding commissions paid to brokers and excise taxes.
(2) On May 6, 2025, we announced that our Board of Directors authorized the repurchase of up to $2 billion of CF Holdings common stock effective through December 31, 2029. This share repurchase program is discussed in Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Share Repurchase Programs in Part I of this Quarterly Report on Form 10-Q and in Note 16—Stockholders’ Equity, in the Notes to Unaudited Consolidated Financial Statements included in Item 1. Financial Statements in Part I of this Quarterly Report on Form 10-Q.
(3) Amount represents shares withheld to pay employee tax obligations upon the lapse of restrictions on both restricted stock units and performance restricted stock units.
(4) Includes 240 shares withheld to pay employee tax obligations upon the lapse of restrictions on restricted stock units.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.