Unregistered Sales of Equity Securities and Use of Proceeds.
−Removed: There were no sales of unregistered equity securities during the first fiscal quarter of 2022.
+Added: On February 4, 2022 the Company issued 6,620 shares of restricted stock in connection with its acquisition of Streetlight to certain stockholders in exchange for certain of their vested stock awards in StreetLight.
+Added: These shares are subject to certain lockup restrictions agreed to by the Company and the shareholders.
+Added: For further discussion of the StreetLight acquisition, see Note 16 - Other Business Combinations.
+Added: These shares were issued in a transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) in reliance upon Section 4(a)(2) of the Securities Act.
+Added: The recipients of the securities in each of these transactions represented their intentions to acquire the securities for investment only and not with a view to or for sale in connection with any distribution thereof, and appropriate legends were placed upon the share certificates issued in these transactions.
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: 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.
−Removed: The following table summarizes the activity under the 2020 Repurchase Authorization through the first fiscal quarter of 2022:
−Removed: Amount Authorized
−Removed: (2020 Repurchase Authorization) Average Price Per Share (1) Shares Repurchased Total Shares Retired
−Removed: $1,000,000,000 $137.55 342,054 342,054
+Added: A summary of repurchases of the Company’s common stock made during the second quarter of fiscal 2022 under the share repurchase program is as follows:
+Added: Period Total Number of Shares Purchased Average Price Per Share (1) Total Number of Shares Purchased under the 2020 Repurchase Authorization Approximate Dollar Value of Shares that May Yet Be Purchased Under the 2020 Repurchase Authorization
+Added: February 28, 2022 - April 1, 2022 395,315 $126.49 395,315 $732,922,539
(1) Includes commissions paid and calculated at the average price per share
−Removed: As of December 31, 2021, the Company has $782.9 million remaining under the 2020 Repurchase Authorization.
Our share repurchase program does not obligate the Company to purchase any shares.
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