COOPER COMPANIES, INC. 10-K

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Cooper's common stock, par value $0.10 per share, is traded on the New York Stock Exchange under the symbol “COO.” At December 1, 2020, there were 303 common stockholders of record. Dividend Policy Our current policy is to pay annual cash dividends on our common stock of $0.06 per share, in two semiannual payments of $0.03 per share each. In dollar terms, we paid cash for dividends of $3.0 million in each of fiscal 2020 and 2019. Dividends are paid when, as and if declared at the discretion of our Board of Directors from funds legally available for that purpose. Our Board of Directors periodically reviews our dividend policy and considers the Company's earnings, financial condition, liquidity needs, business plans and opportunities and other factors in making and setting dividend policy. Performance Graph The following graph compares the cumulative total return on Cooper's common stock with the cumulative total return of the Standard & Poor 500 and the Standard & Poor's Health Care Equipment Index for the five-year period ended October 31, 2020 . The graph assumes that the value of the investment in Cooper and in each index was $100 on October 31, 2015 and assumes that all dividends were reinvested. 53 THE COOPER COMPANIES, INC. AND SUBSIDIARIES COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN* Among The Cooper Companies, Inc., the S&P 500 Index and the S&P Health Care Equipment Index *$100 invested on October 31, 2015 in stock or index, including reinvestment of dividends. Fiscal year ending October 31. Copyright© 2020 Standard & Poor's, a division of S&P Global. All rights reserved. October 2015 October 2016 October 2017 October 2018 October 2019 October 2020 The Cooper Companies, Inc. $ 100.00 $ 115.59 $ 157.80 $ 169.70 $ 191.21 $ 209.68 S&P 500 $ 100.00 $ 104.51 $ 129.21 $ 138.70 $ 158.57 $ 173.97 S&P Health Care Equipment $ 100.00 $ 113.12 $ 141.37 $ 165.72 $ 204.72 $ 227.89 54 THE COOPER COMPANIES, INC. AND SUBSIDIARIES Issuer Purchases of Equity Securities The Company's share repurchase activity during the three-month period ended October 31, 2020 was as follows: Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Approximate Dollar Value of Shares that May Yet Be Purchased Under Publicly Announced Plans or Programs 8/1/20 - 8/31/20 — $ — — $ 359,655,532 9/1/20 - 9/30/20 — $ — — $ 359,655,532 10/1/20 - 10/31/20 — $ — — $ 359,655,532 — — The transactions described in the table above represent the repurchase of the Company’s common stock on the New York Stock Exchange as part of the share repurchase program approved by the Company’s Board of Directors in December 2011 (2012 Share Repurchase Program). The program as amended in December 2012 and December 2013 provides authorization for a total of $500.0 million. In March 2017, the program was amended and approved by the Company's Board of Directors for an increase of $500.0 million, providing authorization for a total of $1.0 billion. Purchases under the 2012 Share Repurchase Program may be made from time-to-time on the open market at prevailing market prices or in privately negotiated transactions and are subject to a review of the circumstances in place at the time and will be made from time to time as permitted by securities laws and other legal requirements. This program has no expiration date and may be discontinued at any time. During the fiscal year ended October 31, 2020, we repurchased a total of 160.8 thousand shares of common stock for $47.8 million at an average price of $296.9 per share under the repurchase program. At October 31, 2020 , approximately $359.7 million remained authorized under the 2012 Share Repurchase Program. 55 THE COOPER COMPANIES, INC. AND SUBSIDIARIES Equity Compensation Plan Information The following table sets forth certain information as of October 31, 2020, concerning the shares of our Common Stock that may be issued under any form of award granted under our equity compensation plans in effect as of October 31, 2020: Plan Category Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights (1) (A) Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights (B) Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column A) (C) Equity compensation plans approved by shareholders (2) 1,479,038 $213.53 2,120,189 Equity compensation plans not approved by shareholders — — — Total 1,479,038 $213.53 2,120,189 (1) The amount of total securities to be issued under Company equity plans upon exercise of outstanding options, warrants and rights shown in Column A includes 368,620 Restricted Stock Units granted pursuant to the Company's equity plans. These awards allow for the distribution of shares to the grant recipient upon the completion of time-based vesting periods. The total also includes 6,911 shares representing the maximum number of shares that may be issued subject to Performance Share Awards outstanding as of the end of the fiscal year. Restricted Stock Units and Performance Share Awards do not have an associated exercise price. Accordingly, these awards are not reflected in the weighted-average exercise price disclosed in Column B. (2) Includes information with respect to the Third Amended and Restated 2007 Long-Term Incentive Plan for Employees of the Cooper Companies, Inc. (the 2007 Plan), which was approved by stockholders on March 17, 2016, and provides for the issuance of up to 6,930,000 shares of Common Stock, the 2019 Employee Stock Purchase Plan (the 2019 ESPP), which was approved by stockholders on March 18, 2019 and provides for the issuance of up to 1,000,000 shares of Common Stock, and the 2020 Long Term Incentive Plan for Non-Employee Directors of the Cooper Companies, Inc. (the Directors Plan), which was approved by stockholders on March 18, 2020 and provided for the issuance of up to 50,000 shares of Common Stock. As of October 31, 2020, up to 1,088,901 shares of Common Stock may be issued pursuant to the 2007 Plan, up to 988,359 shares of Common Stock may be issued pursuant to the 2019 ESPP and up to 42,929 shares of Common Stock may be issued pursuant to the 2020 Directors Plan. 56 THE COOPER COMPANIES, INC. AND SUBSIDIARIES Item 6. Selected Financial Data. Five Year Financial Highlights Years Ended October 31, (In millions, except per share amounts) 2020 2019 2018 2017 2016 Consolidated Operations Net sales $ 2,430.9 $ 2,653.4 $ 2,532.8 $ 2,139.0 $ 1,966.8 Gross profit $ 1,534.8 $ 1,756.8 $ 1,632.3 $ 1,365.8 $ 1,173.1 Income before income taxes $ 266.5 $ 477.4 $ 331.9 $ 394.0 $ 295.6 Net income attributable to Cooper stockholders $ 238.4 $ 466.7 $ 139.9 $ 372.9 $ 273.9 Diluted earnings per share attributable to stockholders $ 4.81 $ 9.33 $ 2.81 $ 7.52 $ 5.59 Number of shares used to compute diluted earnings per share 49.6 50.0 49.7 49.6 49.0 Dividends paid per share $ 0.06 $ 0.06 $ 0.06 $ 0.06 $ 0.06 Consolidated Financial Position Current assets $ 1,274.2 $ 1,163.4 $ 1,090.9 $ 953.2 $ 937.1 Property, plant and equipment, net 1,281.9 1,132.1 976.0 910.1 877.7 Operating lease right-of-use assets 260.2 — — — — Goodwill 2,447.3 2,428.9 2,392.1 2,354.8 2,164.7 Other intangible assets, net 1,289.0 1,405.3 1,521.3 504.7 441.1 Deferred tax assets and other assets 184.9 144.8 132.5 135.9 58.0 Total assets (1) $ 6,737.5 $ 6,274.5 $ 6,112.8 $ 4,858.7 $ 4,478.6 Short-term debt $ 409.3 $ 563.7 $ 37.1 $ 23.4 $ 226.3 Other current liabilities 595.1 546.9 499.4 372.7 316.9 Long-term debt 1,383.9 1,262.6 1,985.7 1,149.3 1,107.4 Long-term tax payable 162.0 124.8 141.5 — — Other liabilities 362.4 147.9 141.3 137.5 132.1 Total liabilities 2,912.7 2,645.9 2,805.0 1,682.9 1,782.7 Stockholders' equity 3,824.8 3,628.6 3,307.8 3,175.8 2,695.9 Total liabilities and stockholders’ equity $ 6,737.5 $ 6,274.5 $ 6,112.8 $ 4,858.7 $ 4,478.6 (1) On November 1, 2019, we adopted Accounting Standards Codification No. 842, Leases ("ASC 842"), using an optional transition method and as a result, the comparative information has not been restated and is reported under the accounting standards in effect for these years. See Note 1 to the Consolidated Financial Statements for additional information. 57 THE COOPER COMPANIES, INC. AND SUBSIDIARIES Management’s Discussion and Analysis of Financial Condition and Results of Operations