Item 2. Unregistered Sales of Equity Securities
Item 2.
UNREGISTERED SALES OF EQUITY
SECURITIES AND USE OF PROCEEDS
Issuer Purchases of Equity Securities
Millions of Dollars
Period
Total Number of
Shares
Purchased
*
Average Price
Paid per Share
Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs
Approximate Dollar
Value
of Shares That
May Yet Be
Purchased Under the
Plans or Programs
April 1-30, 2021
2,425,224
$
51.54
2,425,224
$
13,983
May 1-31, 2021
2,933,604
55.35
2,933,604
13,821
June 1-30, 2021
5,313,280
59.86
5,313,280
13,503
10,672,108
10,672,108
*There were no repurchases of common stock from company employees in connection with the company's broad-based employee incentive plans.
In late 2016, we initiated our current share repurchase
program, which has a total program authorization
of $25
billion of our common stock.
In February 2021, we resumed our share repurchase
program to an annualized
level of $1.5 billion which was increased in June
to an annualized level of $2.5 billion.
In May 2021, we
announced a plan to dispose of our 208 million
CVE shares by year-end 2022.
The sales pace will be guided
by market conditions, with ConocoPhillips
retaining discretion to adjust accordingly.
The proceeds from this
disposition will be deployed towards incremental
share repurchases.
At June 30, 2021, we had repurchased $11.5
billion of shares, with $13.5 billion remaining
under our current
authorization.
Repurchases are made at management’s discretion, at prevailing
prices, subject to market
conditions and other factors.
Except as limited by applicable legal requirements,
repurchases may be
increased, decreased or discontinued at any time
without prior notice.
Shares of stock repurchased
under the
plan are held as treasury shares.
See the “Our ability to declare and pay dividends
and repurchase shares is
subject to certain considerations” section in Risk
Factors on page 31 of our 2020 Annual Report
on
Form 10-K.
61
Item 6.
EXHIBITS
10.1*
Compensation Resolutions regarding Matthew J. Fox, dated April 8, 2021.
10.2*
Form of Aircraft Time Sharing Agreement by and between certain executives and
ConocoPhillips, dated June 21, 2021.
31.1*
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities
Exchange Act of 1934.
31.2*
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities
Exchange Act of 1934.
32*
Certifications pursuant to 18 U.S.C. Section 1350.
101.INS*
Inline XBRL Instance Document.
101.SCH*
Inline XBRL Schema Document.
101.CAL*
Inline XBRL Calculation Linkbase Document.
101.LAB*
Inline XBRL Labels Linkbase Document.
101.PRE*
Inline XBRL Presentation Linkbase Document.
101.DEF*
Inline XBRL Definition Linkbase Document.
104*
Cover Page Interactive Data File (formatted
as Inline XBRL and contained in Exhibit 101).
* Filed herewith.
62
SIGNATURE
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this
report
to be signed on its behalf by the undersigned thereunto
duly authorized.
CONOCOPHILLIPS
/s/ Kontessa S. Haynes-Welsh
Kontessa S. Haynes-Welsh
Chief Accounting Officer
August 5, 2021
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.