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.
Market Information
Our common stock is listed on the NYSE under the ticker symbol “PSN”.
Dividend Policy
During the years ended December 31, 2022, 2021 and 2020, 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 Senior Notes issued in a private placement in 2014, or the Convertible Senior Notes, 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 6, 2023.
Securities Authorized for Issuance Under Equity Compensation Plans
The following table provides information as of December 31, 2022 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)
-
1,580,440
(2)
Equity compensation plans not approved by security holders
1,621,155
(3)
9,180,697
(4)
Total
1,621,155
10,761,137
(1)
Consists of the 2020 Employee Stock Purchase Plan.
(2)
Amount represents 1,580,440 shares remaining available for future issuance under the 2020 Employee Stock Purchase Plan (of which 60,381 shares were purchased pursuant to the offering period that ended on December 31, 2022).
(3)
Amount represents the sum of 1,621,155 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 9,180,697 shares remaining available for future issuance under the 2019 Incentive. The number of shares of our common stock initially reserved for issuance under awards granted pursuant to the 2019 Incentive Plan is equal to 11,700,000 shares. In no event will more than 11,700,000 shares be issued pursuant to awards 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, 2022, 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, 2022 (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
Parsons Corp.
100.00
137.28
121.08
111.91
153.81
Russell 2000
100.00
105.95
127.10
145.93
116.11
S&P Composite 1500 IT Consulting & Other Services
100.00
103.18
117.05
161.45
123.35
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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 2023 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. 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. As of December 31, 2022, the Company has spent $43.7 million (which includes commissions paid of $24 thousand) repurchasing 1,193,466 shares of Common Stock at an average price of $36.62 per share.
The following table presents the Company’s purchase of equity securities for the three months ended December 31, 2022.
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, 2022
-
$
-
-
$
58,799,141
November 1 to 30, 2022
-
$
-
-
58,799,141
December 1 to 31, 2022
52,432
$
47.68
52,432
56,299,193
Total
52,432
$
47.68
52,432
$
56,299,193
(1)
Includes commissions and calculated at the average price per share
Item 6. Reserved
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