Item 5. Market for Registrant’s Common Equity
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
The Company’s common stock is traded on the New York Stock Exchange using “MUSA” as the trading symbol. There were 1,561 stockholders of record as of December 31, 2022.
The declaration and amount of any dividends to holders of our common stock will be at the discretion of our board of directors and will depend upon many factors, including our financial condition, earnings, cash flows, capital requirements of our business, covenants associated with our debt obligations, legal requirements, regulatory constraints, industry practice and other factors the board of directors deem relevant.
We are a holding company and have no direct operations. As a result, we are able to pay dividends on our common stock only from available cash on hand and distributions received from our subsidiaries. We declared and paid dividends of $1.27 per share during 2022, $1.04 per share 2021, $0.25 per share in 2020, and we expect to continue quarterly dividend payments in the future.
The indenture governing the Senior Notes and the credit agreement governing our credit facilities and term loan contain restrictive covenants that limit, among other things, the ability of Murphy USA and the restricted subsidiaries to make certain restricted payments, which as defined under both agreements, include the declaration or payment of any dividends of any sort in respect of its capital stock and repurchase of shares of our common stock. See “Management's Discussion and Analysis of Financial Condition and Operating Results—Capital Resources and Liquidity—Debt” and Note 10 “Long-Term Debt” to the accompanying audited consolidated financial statements for the three years ended December 31, 2022 for additional information.
On December 1, 2021, our Board of Directors approved a share repurchase authorization of up to $1 billion that we began to utilize upon the completion of our 2020 $500 million share repurchase authorization. The 2021 authorization expires December 31, 2026 unless utilized in full before such time. Purchases may be effected in the open market, through privately negotiated transactions, through one or more accelerated stock repurchase programs, through a combination of the foregoing or in any other manner in the discretion of management. Purchases will be made subject to available cash, market conditions and compliance with our financing arrangements at any time during the period of authorization. We may use cash from operations as well as draws under our credit facilities to effect purchases.
During the year 2022, we repurchased a total of 3,328,795 common shares for $806.4 million, for an average price of $242.24 per share. Repurchases in 2022 were made pursuant to our now completed 2020 authorization and our 2021 authorization. As of December 31, 2022, we had approximately $213.7 million remaining under our 2021 authorization.
29
Below is detail of the company's common share repurchases during the fourth quarter of 2022.
Issuer Purchases of Equity Securities
Total Number Approximate
of Shares Dollar Value of
Purchased as Shares That May
Total Number Average Part of Publicly Yet Be Purchased
of Shares Price Paid Announced Plans Under the Plans
Purchased Per Share or Programs or Programs 1
October 1, 2022 to October 31, 2022 371,671 $ 277.44 371,671 $ 349,999,922
November 1, 2022 to November 30, 2022 100,082 290.57 100,082 320,918,746
December 1, 2022 to December 31, 2022 374,238 286.60 374,238 213,661,734
Three Months Ended December 31, 2022 845,991 $ 283.05 845,991 $ 213,661,734
1 Terms of the repurchase plan authorized by the Murphy USA Inc. Board of Directors and announced on December 1, 2021 include authorization for the Company to acquire up to $1 billion of its common shares by December 31, 2026. All common shares repurchased in the fourth quarter of 2022 were made pursuant to the 2021 authorization.
Equity Compensation Plan Information
The table below contains information about securities authorized for issuance under equity compensation plans. The features of these plans are discussed further in Note 13 “Incentive Plans” to our audited consolidated financial statements.
Plan category Number of securities to be issued upon exercise of outstanding options, warrants and rights (1)
Weighted-average exercise price of outstanding options, warrants and rights Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (2)
(a) (b) (c)
Equity compensation plans approved by security holders 596,240 $112.06 3,044,241
Equity compensation plans not approved by security holders — — —
Total 596,240 $112.06 3,044,241
(1) Amounts in this column include outstanding restricted stock units.
(2) Number of shares available for issuance includes 2,694,914 available shares under the 2013 Long-Term Incentive Plan as of December 31, 2022 plus 349,327 available shares under the 2013 Stock Plan for Non-Employee Directors as of December 31, 2022. Assumes each restricted stock unit is equivalent to one share and each performance unit is equal to two shares.
30
SHAREHOLDER RETURN PERFORMANCE PRESENTATION
The following graph presents a comparison of cumulative total shareholder returns (including the reinvestment of dividends) as if a $100 investment was made on December 31, 2017 for the Company, the Standard and Poor’s 500 Stock Index Fund (S&P 500 Index) and the S&P Retail Select Index. This performance information is “furnished” by the Company and is not considered as “filed” with this Annual Report on Form 10-K and is not incorporated into any document that incorporates this Annual Report on Form 10-K by reference.
Murphy USA Inc.
Comparison of Cumulative Shareholder Returns
Shareholder Return Performance Table
Murphy USA Inc. S&P 500 Index S&P Retail Select Index
December 31, 2017 $ 100 $ 100 $ 100
December 31, 2018 $ 95 $ 94 $ 91
December 31, 2019 $ 146 $ 121 $ 102
December 31, 2020 $ 163 $ 140 $ 142
December 31, 2021 $ 248 $ 178 $ 202
December 31, 2022 $ 348 $ 144 $ 136
Item 6. RESERVED
31