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Shareholders' Equity (Deficit)
12 Months Ended
Jan. 29, 2022
Stockholders' Equity Note [Abstract]  
Shareholders' Equity (Deficit) Shareholders’ Equity (Deficit)
Common Stock Share Repurchases
In March 2021, the Company's Board authorized a $500 million share repurchase plan (the "March 2021 Plan"), which replaced the $79 million remaining under a March 2018 repurchase program. Pursuant to the Board's authorization, the Company
entered into a Rule 10b5-1 purchase plan to effectuate share repurchases for the first $250 million. In May 2021, the Company initiated a second $250 million Rule 10b5-1 purchase plan to effectuate the remaining share repurchases under the March 2021 Plan
In July 2021, the Company's Board authorized a new $1.5 billion share repurchase program (the "July 2021 Program"), which replaced the $36 million remaining under the March 2021 Plan. Under the authorization of this program, in July 2021 the Company entered into a stock repurchase agreement with its former Chief Executive Officer ("CEO") and certain of his affiliated entities pursuant to which the Company repurchased 10 million shares of its common stock for an aggregate purchase price of $730 million.
The Company did not repurchase any shares of its common stock in 2019 or 2020. The Company repurchased the following shares of its common stock during 2021:
Repurchase ProgramAmount
Authorized
Shares
Repurchased
Amount
Repurchased
Average Stock Price
(in millions)(in thousands)(in millions)
March 2021 (a)$500 6,996 $464 $66.30 
July 2021 (a)1,500 10,000 730 73.01 
July 2021 (b)11,234 770 68.53 
 _______________
(a)Reflects repurchases of L Brands, Inc. common stock prior to the August 2, 2021 spin-off of Victoria's Secret & Co.
(b)Reflects repurchases of Bath & Body Works, Inc. common stock subsequent to the August 2, 2021 spin-off of Victoria's Secret & Co.
On February 2, 2022, the Company announced that its Board authorized a new $1.5 billion share repurchase program (the "February 2022 Program"). Also on February 2, 2022, as part of the February 2022 Program, the Company entered into an accelerated share repurchase transaction ("ASR") under which it will repurchase $1 billion of its outstanding common stock. For additional information, see Note 21, "Subsequent Events."
Additionally, subsequent to January 29, 2022, the Company repurchased an additional 1.9 million shares of its common stock for $92 million under the February 2022 Program.
Common Stock Retirement
In accordance with the Company's Board of Directors' resolution, shares of common stock repurchased under the July 2021 Program were to be retired and cancelled upon repurchase. As a result, the Company retired the 21 million shares repurchased under the July 2021 Program during 2021, which resulted in reductions of $11 million in the par value of Common Stock, $69 million in Paid-in Capital and $1.420 billion in Retained Earnings (Accumulated Deficit).
Dividends
The Board suspended the quarterly cash dividend beginning in the second quarter of 2020 as a proactive measure to strengthen the Company's financial flexibility and manage through the COVID-19 pandemic. In March 2021, the Company's Board reinstated the annual dividend at $0.60 per share, beginning with the quarterly dividend paid in June 2021.
Under the authority and declaration of the Board, the Company paid the following dividends during 2021, 2020 and 2019:
Ordinary DividendsTotal Paid
(per share)(in millions)
2021
First Quarter$— $— 
Second Quarter0.15 42 
Third Quarter0.15 39 
Fourth Quarter0.15 39 
2021 Total
$0.45 $120 
2020
First Quarter$0.30 $83 
Second Quarter— — 
Third Quarter— — 
Fourth Quarter— — 
2020 Total
$0.30 $83 
2019
First Quarter$0.30 $83 
Second Quarter0.30 83 
Third Quarter0.30 83 
Fourth Quarter0.30 83 
2019 Total
$1.20 $332 
In February 2022, the Company's Board increased the annual dividend to $0.80 per share and declared the quarterly dividend of $0.20 per share, paid on March 4, 2022, to stockholders of record as of February 18, 2022.