Unregistered Sales of Equity Securities and Use of Proceeds.
−Removed: There were no sales of unregistered equity securities during the third fiscal quarter of 2020.
+Added: There were no sales of unregistered equity securities during the first fiscal quarter of 2021.
Share Repurchases
On January 17, 2019, the Company’s Board of Directors authorized a share repurchase program of up to $1.0 billion of the Company’s common stock, to expire on January 16, 2022 (the "2019 Repurchase Authorization").
−Removed: During fiscal 2019, the Company launched accelerated share repurchase programs by advancing a total of $500.0 million to two financial institutions in privately negotiated transactions (collectively, the "2019 ASR Programs").
−Removed: The specific number of shares that the Company repurchased under the 2019 ASR Programs was determined based generally on a discount to the volume-weighted average price per share of the Company's common stock during a calculation period which ended on June 5, 2019 for the first $250.0 million in repurchases and on December 4, 2019 for the second $250.0 million in repurchases.
−Removed: The purchases were recorded as share retirements for purposes of calculating earnings per share.
−Removed: As a precautionary measure in light of the COVID-19 pandemic, the Company temporarily suspended purchases under the share repurchase plan in March 2020, with such suspension remaining in effect through the fiscal third quarter of 2020.
On January 16, 2020, the Company's Board of Directors authorized an additional share repurchase program of up to $1.0 billion of the Company's common stock, to expire on January 15, 2023 (the "2020 Repurchase Authorization").
−Removed: There have been no repurchases under the 2020 Repurchase Authorization as of June 26, 2020.
+Added: The following table summarizes the activity under the 2019 and 2020 Repurchase Authorizations during the first quarter of fiscal 2021:
+Added: Period Total Number of Shares Purchased Average Price Paid Per
+Added: Share (1) Total Numbers of Shares Purchased as Part of the 2019 and 2020 Repurchase Authorizations Approximate Dollar Value of Shares that May Yet Be Purchased Under the 2019 and 2020 Repurchase Authorizations
+Added: October 7, 2020 - October 30, 2020 138,320 $97.93 138,320 $1,044,330,855
+Added: November 2, 2020 - November 27, 2020 108,081 $99.61 108,081 $1,033,564,473
+Added: November 30, 2020 - December 1, 2020 4,600 $106.33 4,600 $1,033,075,335
+Added: (1) Includes commissions paid and calculated at the average price per share
+Added: As a precautionary measure in light of the COVID-19 pandemic, the Company temporarily suspended purchases under the share repurchase plan in March 2020, with such suspension remaining in effect through the fiscal third quarter of 2020.
+Added: During the fourth fiscal quarter of 2020, the Company resumed share repurchases on a limited basis while we continue to monitor developments in fiscal 2021 with the pandemic.
The share repurchase programs do not obligate the Company to purchase any shares.
−Removed: Share repurchases may be executed through various means including, without limitation, accelerated share repurchases, open market transactions, privately negotiated transactions, purchases pursuant to a Rule 10b5-1 plan or otherwise.
+Added: Share repurchases may be executed through various means including, without limitation, accelerated share repurchases, open market transactions, privately negotiated transactions, purchases pursuant to Rule 10b5-1 plans or otherwise.
The authorization for the share repurchase programs may be terminated, increased or decreased by the Company’s Board of Directors in its discretion at any time.
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