Snap-on Inc 10-Q

Item 2: Unregistered Sales of Equity Securities and Use of Proceeds Issuer Purchases of Equity Securities The following chart discloses information regarding the shares of Snap-on’s common stock repurchased by the company during the third quarter of fiscal 2025, all of which were purchased pursuant to the Board’s authorizations that the company has publicly announced. Snap-on has undertaken stock repurchases from time to time to offset dilution related to equity plan issuances and for other corporate purposes, as well as when the company believes market conditions are favorable. The repurchase of Snap-on common stock is at the company’s discretion, subject to prevailing financial and market conditions, and pursuant to the Board’s authorizations that the company has publicly announced. Period Shares purchased Average price per share Shares purchased as part of publicly announced plans or programs Approximate value of shares that may yet be purchased under publicly announced plans or programs* (in millions) 6/29/2025 to 7/26/2025 50,000 $ 330.59 50,000 $ 353.2 7/27/2025 to 8/23/2025 105,000 323.77 105,000 335.7 8/24/2025 to 9/27/2025 95,000 331.14 95,000 306.0 Total/Average 250,000 327.94 250,000 N/A N/A: Not applicable * Subject to further adjustment pursuant to the 1996 Authorization described below, as of September 27, 2025, the approximate value of shares that may yet be purchased pursuant to the outstanding Board authorizations discussed below is $306.0 million. • In 1996, the Board authorized the company to repurchase shares of the company’s common stock periodically in the open market or in privately negotiated transactions (the “1996 Authorization”). The 1996 Authorization allows the repurchase of up to the number of shares issued or delivered from treasury under the various plans the company has in place that call for the issuance of the company’s common stock. Because the number of shares that are purchased pursuant to the 1996 Authorization will change as (i) the company issues shares under its various plans; and (ii) shares are repurchased pursuant to this authorization, the number of shares authorized to be repurchased will vary from time to time. The 1996 Authorization will expire when terminated by the Board. • On August 8, 2024, the Board authorized the repurchase of up to $500 million of the company’s common stock (the “2024 Authorization”). The 2024 Authorization will expire when the aggregate repurchase price limit is met, unless terminated earlier by the Board. Other Purchases or Sales of Equity Securities During the quarterly period ended September 27, 2025, there were no transactions in shares of Snap-on’s common stock by a counterparty pursuant to a prepaid equity forward agreement (the “Agreement”) that is intended to reduce the impact of market risk associated with the stock-based portion of the company’s deferred compensation plans. The company’s stock-based deferred compensation liabilities increase as the company’s stock price rises and decrease as the company’s stock price declines. Pursuant to the Agreement, the counterparty may purchase or sell shares of the company’s common stock for its account in the market or in privately negotiated transactions. At termination, the Agreement settles in cash and does not provide for Snap-on to purchase or repurchase its shares.