Item 2. Unregistered Sales of Equity Securities
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds
Repurchases of Company Shares
In May 2022, the Board of Directors authorized management to repurchase up to an additional $5.0 billion of Common Stock; this authorization supplements the remaining balance from any prior authorization. These repurchases can be conducted on the open market or as private purchases and may include the use of derivative contracts with large financial institutions, in all cases subject to compliance with applicable law. This repurchase program has no termination date and may be suspended or discontinued at any time.
Share repurchases, including those under the repurchase program, were as follows:
Period Total Number
of Shares
Repurchased (1)
Average Price
Paid Per
Share (2)
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans or
Programs Amount
Available
Under
Repurchase
Program (2)
(in thousands, except per share data)
Available balance as of June 25, 2023 $ 3,537,217
June 26, 2023 - July 23, 2023 541 $ 640.02 539 3,191,998
July 24, 2023 - August 20, 2023 358 $ 682.21 355 2,949,670
August 21, 2023 - September 24, 2023 367 $ 667.39 363 2,707,343
Quarter ended September 24, 2023 1,266 $ 659.88 (3) 1,257 $ 2,707,343
(1) During the three months ended September 24, 2023, we acquired 9 thousand shares at a total cost of $5.5 million, which we withheld through net share settlements to cover minimum tax withholding obligations upon the vesting of restricted stock unit awards granted under our equity compensation plans. The shares retained by us through these net share settlements are not a part of the Board-authorized repurchase program but instead are authorized under our equity compensation plan.
(2) Our net share repurchases are subject to a 1% excise tax under the Inflation Reduction Act. Excise tax incurred reduces the amount available under repurchase programs, as applicable, and is included in the cost of shares repurchased in the Condensed Consolidated Statement of Stockholders’ Equity and the calculation of the average price paid per share.
(3) Average price paid per share presented is for the quarter ended September 24, 2023.
ITEM 3. Defaults Upon Senior Securities
None.
Lam Research Corporation 2024 Q1 10-Q 37
Table of Contents
ITEM 4. Mine Safety Disclosures
Not applicable.
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