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Recent Sales of Unregistered Securities
−Removed: In connection with acquisitions made during the three months ended October 31, 2025, the Company issued:
−Removed: 57,630 shares of its common stock on August 13, 2025;
−Removed: 45,344 shares of its common stock on August 15, 2025;
−Removed: and the right to receive 228,771 shares of its common stock, vesting in equal annual installments over a four-year period, on October 1, 2025.
+Added: In connection with acquisitions made during the three months ended April 30, 2026, the Company issued:
+Added: 105,993 shares of its common stock on March 2, 2026;
+Added: 87,796 shares of its common stock on March 3, 2026;
+Added: and 262,928 shares of its common stock on April 1, 2026.
These issuances were made in reliance on one or more of the following exemptions or exclusions from the registration requirements of the Securities Act:
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Issuer Purchases of Equity Securities
−Removed: Share repurchases of the Company’s common stock for the three months ended October 31, 2025 were as follows (in millions, except for average price paid per share):
+Added: Share repurchases of the Company’s common stock for the three months ended April 30, 2026 were as follows (in millions, except for average price paid per share):
Period Total Number of Shares Purchased (1) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Program (1) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program
−Removed: August 2025 3 $244.32 3 $4,905
−Removed: September 2025 6 246.06 6 23,279
−Removed: October 2025 6 247.79 6 21,875
−Removed: (1) The Board authorized the Share Repurchase Program, which commenced in August 2022.
−Removed: In September 2025, the Board authorized an additional $20.0 billion in repurchases under the Share Repurchase Program, for an aggregate total authorized of $50.0 billion.
+Added: February 2026
+Added: Shares repurchased 8 $190.31 8 $48,483
+Added: Shares repurchased 3 196.21 3 47,855
+Added: Accelerated share repurchase 103 (2)
+Added: Shares repurchased 0 0.00 0 22,855
+Added: Total 114 114
+Added: (1) The Board authorized the Share Repurchase Program, which commenced in fiscal 2023.
+Added: In February 2026, the Board authorized $50.0 billion in share repurchases under the Share Repurchase Program that replaced the previous remaining unpurchased authorization.
The Share Repurchase Program does not have a fixed expiration date and does not obligate the Company to acquire any specific number of shares.
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All repurchases disclosed in the table were made pursuant to the publicly announced Share Repurchase Program.
+Added: (2) Pursuant to the terms of the ASR Agreements, the Company made up-front payments totaling $25.0 billion and received an initial delivery of approximately 103 million shares of its common stock.
+Added: The initial share delivery represented approximately 80 percent of the total shares expected to be repurchased under the ASR Agreements.
+Added: The remaining authorized amount under the Share Repurchase Program was reduced by the full $25.0 billion in up-front payments made as part of the March 2026 accelerated share repurchase.
DEFAULTS UPON SENIOR SECURITIES
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.