Unregistered Sales of Equity Securities and Use of Proceeds.
−Removed: There were no sales of unregistered equity securities during the third fiscal quarter of 2021.
+Added: There were no sales of unregistered equity securities during the first fiscal quarter of 2022.
Share Repurchases
On January 16, 2020, 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 15, 2023 (the "2020 Repurchase Authorization").
−Removed: 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 were no share repurchases under the 2019 and 2020 Repurchase Authorizations during the third quarter of fiscal 2021.
−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.
−Removed: 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.
−Removed: The share repurchase programs do not obligate the Company to purchase any shares.
+Added: In the fourth quarter of fiscal 2021, the Company initiated an accelerated share repurchase program by advancing $250 million to a financial institution in a privately negotiated transaction, with final non-cash settlement on the program during the first quarter of fiscal 2022 of 342,054 shares as depicted in the table below.
+Added: The following table summarizes the activity under the 2020 Repurchase Authorization through the first fiscal quarter of 2022:
+Added: Amount Authorized
+Added: (2020 Repurchase Authorization) Average Price Per Share (1) Shares Repurchased Total Shares Retired
+Added: $1,000,000,000 $137.55 342,054 342,054
+Added: (1) Includes commissions paid and calculated at the average price per share
+Added: As of December 31, 2021, the Company has $782.9 million remaining under the 2020 Repurchase Authorization.
+Added: Our share repurchase program does not obligate the Company to purchase any shares.
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.
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