3 unchanged sentences
The number of beneficial owners is substantially greater than the number of record holders because a large portion of our common stock is held of record in broker “street names.”
−Removed: Purchases of Equity Securities by the Issuer
+Added: Issuer Purchases of Equity Securities
The following table provides information about acquisitions of Holdings’ common stock by Holdings during the fourth quarter of 2024:
8 unchanged sentences
These shares were not acquired pursuant to any repurchase plan or program.
−Removed: (2) On October 24, 2022, our Board of Directors authorized a $1.25 billion share repurchase program.
−Removed: We expect to complete the program in the first quarter of 2024.
−Removed: On January 24, 2024, our Board of Directors authorized a new $1.5 billion share repurchase program.
−Removed: We plan to begin repurchases under the new program following the planned completion of the existing $1.25 billion share repurchase program in the first quarter of 2024, and intend to purchase $1.25 billion under the new program in 2024 and then complete the program by the end of the first quarter of 2025.
−Removed: The amount in the table above reflects the remaining authorization as of December 31, 2023 under the current $1.25 billion share repurchase program.
+Added: (2) On January 24, 2024, our Board of Directors authorized a $1.5 billion share repurchase program, and repurchases under this program began in March 2024.
+Added: We have paused repurchases under the program due to our pending acquisition of H&E.
+Added: As discussed in note 19 to the consolidated financial statements, on January 13, 2025, we entered into a definitive merger agreement to acquire H&E, which is expected to close in the first quarter of 2025.
+Added: We currently intend to complete the share repurchase program;
+Added: however, we will re-evaluate the timing over which we expect to do so as we integrate H&E and assess other potential uses of capital.
+Added: A 1 percent excise tax is imposed on “net repurchases” (certain purchases minus certain issuances) of common stock.
+Added: The repurchases above (as well as the total program size) do not include the excise tax, which totaled $13 million for the year ended December 31, 2024.
Equity Compensation Plans
3 unchanged sentences
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.