Unregistered Sales of Equity Securities and Use of Proceeds.
−Removed: Our share repurchase activity for each of the three months in the quarter ended March 31, 2022, was as follows:
+Added: Our share repurchase activity for each of the three months in the quarter ended June 30, 2022, was as follows:
Period Total Number
8 unchanged sentences
Under the Plans or
−Removed: January 1, 2022 –
−Removed: January 31, 2022 (1) 377,393 $ 97.65 8,892,022 $ 6,178,541,816
−Removed: February 1, 2022 –
−Removed: February 28, 2022 (1) 668,911 $ 107.16 9,560,933 $ 6,106,858,356
−Removed: March 1, 2022 –
−Removed: March 31, 2022 (1) 920,426 $ 97.79 10,481,359 $ 6,016,847,275
+Added: April 1, 2022 –
+Added: April 30, 2022 (1) — $ — 10,481,359 $ 6,016,847,275
+Added: May 1, 2022 –
+Added: May 31, 2022 (1) — $ — 10,481,359 $ 6,016,847,275
+Added: June 1, 2022 –
+Added: June 30, 2022 (1) — $ — 10,481,359 $ 6,016,847,275
Pursuant to Publicly
1 unchanged sentence
or Programs — $ —
−Removed: January 1, 2022 –
−Removed: January 31, 2022 (2) 14,393 $ 96.86
−Removed: February 1, 2022 –
−Removed: February 28, 2022 (2) 218,668 $ 110.52
−Removed: March 1, 2022 –
−Removed: March 31, 2022 (2) 2,884 $ 100.55
−Removed: For the Quarter Ended March 31, 2022 2,202,675 $ 101.88
+Added: April 1, 2022 –
+Added: April 30, 2022 (2) 3,055 $ 94.67
+Added: May 1, 2022 –
+Added: May 31, 2022 (2) 2,270 $ 100.93
+Added: June 1, 2022 –
+Added: June 30, 2022 (2) 2,548 $ 106.02
+Added: For the Quarter Ended June 30, 2022 7,873 $ 100.15
(1) On June 11, 2021, our Board of Directors authorized a new share repurchase program of up to $7 billion, with target spending of $5 billion to $7 billion over a three-year period that commenced in July 2021.
These share repurchases have been made pursuant to the $7 billion program.
+Added: On May 11, 2022, we announced the suspension of our three-year share repurchase program following the recommended public offer to acquire the outstanding shares of Swedish Match from its shareholders.
+Added: For further details on the offer, see the Acquisitions and Other Business Arrangements section of Part I, Item 2 of this Form 10-Q.
+Added: During the second quarter of 2022, we did not repurchase any shares under this program.
(2) Shares repurchased represent shares tendered to us by employees who vested in restricted and performance share unit awards and used shares to pay all, or a portion of, the related taxes.
−Removed: 10.1 Amendment and Extension Agreement, effective February 1, 2022, among PMI, the lenders named therein and Citibank Europe PLC, UK Branch (legal successor to Citibank International Limited), as administrative agent (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed February 1, 2022) .
−Removed: 10.2 Amendment and Extension Agreement, effective February 10, 2022, among PMI, the lenders named therein, Citibank Europe PLC, UK Branch, as facility agent, and Citibank, N.A., as swingline agent (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed February 1 , 2022) .
−Removed: 10.3 Supplemental Letter to the Offer Letter with Drago Azinovic, dated December 7, 2008.
−Removed: 10.4 Employment Agreement with Drago Azinovic, effective August 1, 2012.
−Removed: 10.5 Supplemental Letter to the Employment Agreement with Drago Azinovic, effective April 1, 2017.
−Removed: 10.6 Supplemental Letter to the Employment Agreement with Drago Azinovic, effective January 1, 2018.
−Removed: 10.7 Employment Agreement with Jorge Insuasty, effective January 1, 2021.
−Removed: 10.8 Supplemental Letter to the Employment Agreement with Jacek Olczak, effective March 1, 2022.
−Removed: 10.9 Form of Restricted Stock Unit Agreement (2022 Grant).
−Removed: 10.10 Form of Performance Stock Unit Agreement (2022 Grant).
−Removed: 10.11 Restricted Stock Unit Agreement (2022 Grant) (Emmanuel Babeau).
−Removed: 10.12 Performance Stock Unit Agreement (2022 Grant) (Emmanuel Babeau).
+Added: 10.1 Supplemental letter to the Employment Agreement with Jorge Insuasty, effective April 1, 2022.
+Added: 10.2 Philip Morris International Inc.
+Added: 2022 Performance Incentive Plan (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed May 6, 2022).
+Added: 10.3 Credit Agreement, dated May 11, 2022, among Philip Morris International Inc.
+Added: , the lenders named therein and Citibank Europe PLC, UK Branch, as facility agent (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed May 11, 2022).
+Added: 10.4 Credit Agreement relating to the Term Loan Facility, between Philip Morris International Inc., the lenders named therein and Citibank Europe PLC, UK Branch, as facility agent, dated June 23, 2022 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed June 28, 2022).
31.1 Certification of the Registrant's Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
16 unchanged sentences
Chief Financial Officer
−Removed: April 28, 2022
+Added: July 29, 2022
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.