Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common Equity, Related Stoc kholder Matters and Issuer Purchases of Equity Securities.
Market Information
Our common stock is listed on the NYSE under the ticker symbol “PSN”.
Dividend Policy
During the years ended December 31, 2023, 2022 and 2021, the Company did not declare any dividends. We currently do not intend to declare or pay any cash dividends in the foreseeable future. Any determination to pay dividends on our capital stock will be at the discretion of our board of directors, subject to applicable laws, and will depend on our financial condition, results of operations, capital requirements, restrictions under our Convertible Senior Notes, or the Delayed Draw Term Loan and Credit Agreement, and other factors that our board of directors considers relevant.
Shareholders
According to the records of our transfer agent, there were three shareholders of record as of February 5, 2024.
Securities Authorized for Issuance Under Equity Compensation Plans
The following table provides information as of December 31, 2023 regarding compensation plans under which our equity securities are authorized for issuance.
Plan Category
Number of Securities to be Issued upon Exercise of Outstanding Options, Warrants and Rights
(a)
Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights
(b)
Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (Excluding Securities Reflected in Column (a))
(c)
Equity compensation plans approved by security holders (1)
-
1,463,790
(2)
Equity compensation plans not approved by security holders
2,093,336
(3)
8,238,003
(4)
Total
2,093,336
9,701,793
(1) Consists of the 2020 Employee Stock Purchase Plan.
(2) Amount represents 1,463,790 shares remaining available for future issuance under the 2020 Employee Stock Purchase Plan (of which 52,364 shares were purchased pursuant to the offering period that ended on December 31, 2023).
(3) Amount represents the sum of 2,093,336 shares of common stock subject to outstanding RSU and PSU awards under the 2019 Incentive Plan (with PSU awards reflected at “target” levels),
(4) Amount represents 8,238,003 shares remaining available for future issuance under the 2019 Incentive Plan.
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Performance Graph
The following graph compares the cumulative total return, from the date of the Company’s initial public offering (“IPO”) through December 31, 2023, to shareholders of Parsons Corporation common stock relative to the cumulative total returns of the Russell 2000 Index and the Standard and Poor’s IT Consulting & Other Services Index. The graph assumes that the value of the initial investment in our common stock and each of the two indexes was $100 on May 8, 2019, the date of the Company’s IPO, and tracks it through December 31, 2023 (including reinvestment of dividends). The stock performance included in this graph is not necessarily indicative of future stock price performance.
5/8/19
12/19
12/20
12/21
12/22
12/23
Parsons Corp.
100.00
137.28
121.08
111.91
153.81
208.55
Russell 2000
100.00
105.95
127.10
145.93
116.11
135.76
S&P Composite 1500 IT Consulting & Other Services
100.00
103.18
117.05
161.45
123.35
156.59
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Securities Authorized for Issuance Under Equity Compensation Plans
The information required by this item with respect to our equity compensation plans is incorporated by reference to our 2024 Proxy Statement.
Recent Sales of Unregistered Securities
None.
Issuer Purchases of Equity Securities
On August 9, 2021, the Company’s Board of Directors authorized the Company to acquire a number of shares of Common Stock having an aggregate market value of not greater than $100,000,000 from time to time, commencing on August 12, 2021. The Board further amended this authorization in August 2022 to remove the prior expiration date and grant executive leadership the discretion to determine the price for such share repurchases. Repurchased shares of common stock are retired and included in “Repurchases of common stock” in cash flows from financing activities in the Consolidated Statements of Cash Flows. The primary purpose of the Company’s share repurchase program is to reduce the dilutive effect of shares issued under the Company’s ESOP and other stock benefit plans. The timing, amount and manner of share repurchases may depend upon market conditions and economic circumstances, availability of investment opportunities, the availability and costs of financing, the market price of the Company's common stock, other uses of capital and other factors.
As of December 31, 2023, the Company has spent $54.7 million (which includes commissions paid of $29 thousand) repurchasing 1,426,476 shares of Common Stock at an average price of $38.35 per share.
The following table presents the Company’s purchase of equity securities for the three months ended December 31, 2023.
Period
(a)
Total number of shares (or units purchased)
(b)
Average price paid per share (or unit) (1)
(c)
Total number of shares (or units) purchased as part of publicly announced plans or programs
(d)
Maximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans programs
October 1 to 31, 2023
-
$
-
-
$
48,299,563
November 1 to 30, 2023
-
$
-
-
48,299,563
December 1 to 31, 2023
47,535
$
63.11
47,535
45,299,670
Total
47,535
$
63.11
47,535
$
45,299,670
(1) Includes commissions and calculated at the average price per share
Item 6. Reserved
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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.