Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
2(a): Unregistered Sales of Equity Securities and Use of Proceeds
None.
2(b): Use of Proceeds from Registered Securities
None.
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2(c): Purchases of Equity Securities
During the nine months ended September 30, 2023, repurchases made pursuant to our stock repurchase programs were as follows:
Period Total number of shares purchased (1)
Weighted average price paid per share (2)
Total number of shares purchased as part of publicly announced plans or programs Maximum number (or approximate dollar value) of common shares that may yet be purchased under the plans or programs (3)
(in millions)
January 1, 2023 through January 31, 2023 2,536,900 $ 11.64 2,536,900 $ 43
February 1, 2023 through February 28, 2023 174,848 $ 13.78 — $ 300
March 1, 2023 through March 31, 2023 6,278,600 $ 11.93 6,278,600 $ 225
April 1, 2023 through April 30, 2023 105 $ 12.17 — $ 225
May 1, 2023 through May 31, 2023 236 $ 12.40 — $ 225
June 1, 2023 through June 30, 2023 332 $ 13.74 — $ 225
July 1, 2023 through July 31, 2023 253 $ 13.16 — $ 225
August 1, 2023 through August 31, 2023 5,760,165 $ 13.00 5,759,966 $ 150
September 1, 2023 through September 30, 2023 315 $ 12.83 — $ 150
Total 14,751,754 14,575,466
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(1) The number of shares purchased represents shares of common stock repurchased under the applicable previously announced stock repurchase programs as well as shares of common stock surrendered by certain of our employees to satisfy their federal and state tax obligations associated with the vesting of restricted common stock.
(2) The weighted average price paid per share for shares of common stock surrendered by certain employees is based on the closing price of our common stock on the trading date immediately prior to the date of delivery of the shares. The weighted average price paid per share for shares repurchased excludes commissions paid.
(3) The stock repurchase program authorized on February 25, 2022, which allowed for the repurchase of up to $300 million of our common stock, was terminated on February 17, 2023 upon the authorization of a new $300 million stock repurchase program, which expires on February 21, 2025.
Item 3. Defaults Upon Senior Securities.
In June 2023, we ceased making debt service payments toward the $725 million SF Mortgage Loan, and we have received a notice of default from the servicer. As of November 2, 2023, the total arrearage related to the SF Mortgage Loan, including interest and fees was $26 million, of which $10 million is default interest. In October 2023, the trustee for the SF Mortgage Loan filed a lawsuit against the borrowers under the SF Mortgage Loan. In connection with the lawsuit, the court has appointed a receiver to take control of the Hilton San Francisco Hotels, which serve as security for the SF Mortgage Loan, and their operations, and thus, we have no further economic interest in the operations of the hotels. The receiver will operate and has authority over the hotels and, until no later than November 1, 2024, has the ability to sell the hotels. The lawsuit contemplates the receivership will end with a non-judicial foreclosure by December 2, 2024, if the hotels are not sold within the predetermined sale period.
Item 4. Mine Safety Disclosures.
Not applicable.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.