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Note 18 - Share Repurchase Programs

12 Months Ended

Dec. 31, 2021

18. Share Repurchase Programs

Effective April 1, 2019, our Board of Directors authorized the repurchase of up to 150 million shares of our common stock by March 31, 2022, replacing our previous repurchase program. These repurchases may be made on the open market or through other transactions. Our management has sole discretion with respect to determining the timing and amount of these transactions. As of December 31, 2021, we repurchased a total of $48.2 billion of our common stock since commencement of our repurchase programs in 2007. The table below represents shares repurchased under repurchase programs during 2021 and 2020:

	Number of Shares Purchased				Average Price Paid [a]
	*2021*		2020		*2021*		2020
First quarter [b]		6,691,421		14,305,793	$	209.50	$	178.66
Second quarter [c]		12,204,409		-		222.46		-
Third quarter [d]		8,604,239		4,045,575		210.31		98.87
Fourth quarter		5,837,551		3,780,743		233.71		198.07
Total		33,337,620		22,132,111	$	218.69	$	167.39
Remaining number of shares that may be repurchased under current authority								77,685,350

[a]	In the period of the final settlement, the average price paid under the accelerated share repurchase programs is calculated based on the total program value less the value assigned to the initial delivery of shares. The average price of the completed 2021 and 2020 accelerated share repurchase programs was $217.56 and $155.86, respectively.
[b]	Includes 8,786,380 shares repurchased in February 2020* under accelerated share repurchase programs.*
[c]	Includes 7,209,156 shares repurchased in May 2021* under accelerated share repurchase programs.*
[d]	Includes an incremental 1,983,859 and 4,045,575 shares received upon final settlement in September 2021* and July 2020, respectively, under accelerated share repurchase programs.*

Management's assessments of market conditions and other pertinent factors guide the timing and volume of all repurchases. We expect to fund any share repurchases under this program through cash generated from operations, the sale or lease of various operating and non-operating properties, debt issuances, and cash on hand. Open market repurchases are recorded in treasury stock at cost, which includes any applicable commissions and fees.

From January 1, 2022, through February 3, 2022, we repurchased 2.4 million shares at an aggregate cost of approximately $590 million.

On February 3, 2022, the Board of Directors approved a new share repurchase authorization, enabling the Company to buy up to 100 million of its common shares by March 31, 2025. The new authorization is effective April 1, 2022, and replaces the current authorization, which will expire on March 31, 2022.

Accelerated Share Repurchase Programs – The Company has established accelerated share repurchase programs (ASRs) with financial institutions to repurchase shares of our common stock. These ASRs have been structured so that at the time of commencement, we pay a specified amount to the financial institutions and receive an initial delivery of shares. Additional shares may be received at the time of settlement. The final number of shares to be received is based on the volume weighted average price of the Company’s common stock during the ASR term, less a discount and subject to potential adjustments pursuant to the terms of such ASR.

On May 26, 2021, the Company received 7,209,156 shares of its common stock repurchased under ASRs for an aggregate of $2.0 billion. Upon settlement of these ASRs in the third quarter of 2021, we received 1,983,859 additional shares.

On February 19, 2020, the Company received 8,786,380 shares of its common stock repurchased under ASRs for an aggregate of $2.0 billion. Upon settlement of these ASRs in the third quarter of 2020, we received 4,045,575 additional shares.

ASRs are accounted for as equity transactions, and at the time of receipt, shares are included in treasury stock at fair market value as of the corresponding initiation or settlement date. The Company reflects shares received as a repurchase of common stock in the weighted average common shares outstanding calculation for basic and diluted earnings per share.