3 unchanged sentences
A substantially greater number of holders of our common stock are “street name” or beneficial holders, whose shares of record are held by banks, brokers, and other financial institutions.
+Added: Dividend Policy
We do not anticipate paying any cash dividends in the foreseeable future.
+Added: Any future determination to pay dividends will be at the discretion of our board of directors and will be dependent on then-existing conditions, including our financial condition and results of operations, capital requirements, contractual restrictions, including restrictions under our credit agreement, business prospects and other factors that our board of directors considers relevant.
Unregistered Sales of Equity Securities
Issuer Purchases of Equity Securities
−Removed: On October 5, 2021, our board of directors authorized a $300 million common stock repurchase program beginning January 1, 2022 (the “2022 Repurchase Program”).
+Added: On October 5, 2021, our board of directors authorized a $300 million (excluding excise tax) common stock repurchase program beginning January 1, 2022 (the “2022 Repurchase Program”).
Under the 2022 Repurchase Program, shares may be purchased by us from time to time from the open market and through private transactions, or otherwise, as determined by our management as market conditions warrant.
We have structured open market purchases under the 2022 Repurchase Program to comply with Rule 10b-18 under the Exchange Act.
−Removed: Repurchases may be discontinued at any time by management.
−Removed: Repurchased shares under the 2022 Repurchase Program are recorded as treasury shares and are held until our board of directors designates that these shares be retired or used for other purposes.
−Removed: The following table provides information regarding the purchase of equity securities under the 2022 Repurchase Program during the three months ended December 31, 2022:
−Removed: Period Total Number of
+Added: Repurchases may be discontinued at any time by our management.
+Added: Repurchased shares are recorded as treasury shares and are held until our board of directors designates that these shares be retired or used for other purposes.
+Added: During the three months ended December 31, 2023, purchases of common stock were as follows:
+Added: Shares Purchased from Employees in connection with satisfaction of Withholding Tax Obligations Shares Purchased as Part of Publicly Announced Programs Total Number of Shares Purchased Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs
+Added: Period Number of
Shares Purchased Average Price
−Removed: Paid per share Total Number of Shares Purchased as Part of Publicly
−Removed: Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs
+Added: Paid per share Number of
+Added: Shares Purchased Average Price
+Added: Paid per share
October 1, 2023 through October 31, 2023 — $ — 227,287 $ 28.00 227,287 $ 131,632,598
−Removed: 4,863 $ 164.16 — $ 231,479,093
November 1, 2023 through November 30, 2023 — — 533,050 27.42 533,050 $ 117,014,194
2 unchanged sentences
Total — $ — 1,125,832 $ 28.36 1,125,832 —
−Removed: (1 ) All of the 5,597 shares of our common stock acquired at the price of $166.20 were in connection with the satisfaction of tax withholding obligations on vested restricted stock.
−Removed: Price paid per share for the restricted stock was the closing price of common stock on the trading day prior to the vesting date of the restricted stock units.
−Removed: During the year ended December 31, 2022, we purchased 503,858 shares of our common stock under the 2022 Repurchase Program, for an aggregate purchase consideration of $68.5 million including commissions, representing an average purchase price per share of $135.99.
+Added: During the year ended December 31, 2023, we purchased 4,127,451 shares of our common stock for an aggregate purchase consideration of $125.4 million, including commission and excluding excise tax, representing an average purchase price per share of $30.39.
During the year ended December 31, 2023, we purchased 237,047 shares from employees in connection with withholding tax payments related to the vesting of restricted stock units for an aggregate purchase consideration of $7.9 million.
−Removed: The weighted average purchase price of $125.58 was the closing price of our shares of our common stock on the Nasdaq Global Select Market on the trading day prior to the vesting date of the shares of restricted stock.
+Added: The weighted average purchase price of $33.13 was the closing price of our shares of our common stock on the Nasdaq Global Select Market on the trading day prior to the vesting date of the restricted stock units.
+Added: Pursuant to the Inflation Reduction Act, effective January 1, 2023, we are required to pay a 1% excise tax on the fair market value of each share of common stock repurchased, net of stock issuances.
Equity Compensation Plan Information
The following table provides information as of December 31, 2023 with respect to the shares of our common stock that may be issued under our existing equity compensation plans.
−Removed: For a description of our equity compensation plans, see Note 23 - Stock Based Compensation to our consolidated financial statements.
+Added: For a description of our equity compensation plans, see Note 23 - Stock-Based Compensation to our consolidated financial statements under Part II, Item 8, “Financial Statements and Supplementary Data.”
Plan Category Number of Securities
12 unchanged sentences
* This includes outstanding options and unvested restricted stock units, which include time-based restricted stock units and performance-based restricted stock units.
−Removed: See Note 23 - Stock Based Compensation to our consolidated financial statements for further details.
+Added: See Note 23 - Stock-Based Compensation to our consolidated financial statements under Part II, Item 8, “Financial Statements and Supplementary Data” for further details.
Performance Graph
8 unchanged sentences
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.