Shareholders' Equity

12 Months Ended

Dec. 31, 2021

Equity [Abstract]

Shareholders' Equity

Shareholders’ Equity

Common Stock

Common Stock Outstanding

The Company has authorized 175,000,000 shares ($0.01 par value) of Class A Voting Common Stock (“Class A Common Stock”) at December 31, 2021 and 2020. The Company has authorized 25,000,000 shares ($0.01 par value) of Class B Non-Voting Common Stock (“Class B Common Stock”) at December 31, 2021 and 2020.

Total common stock outstanding and changes in common stock issued are as follows:

	Class A Common Stock			Class B Common Stock
	Year Ended December 31			Year Ended December 31
	2021	2020	2019	2021	2020	2019
Shares issued at beginning of period	75,714,163	71,727,061	71,675,379	20,308,454	23,793,669	23,793,669
Issuance pursuant to benefit plans	1,021,223	640,112	113,916	—	—	—
Restricted stock forfeited and withheld for taxes	(330,652)	(138,225)	(70,672)	—	—	—
Stock options exercised	—	—	8,438	—	—	—
Class B common stock converted to Class A common stock	20,308,454	3,485,215	—	(20,308,454)	(3,485,215)	—
Shares issued at end of period	96,713,188	75,714,163	71,727,061	—	20,308,454	23,793,669
Treasury stock	14,592,888	14,592,888	14,592,888	—	—	—
Total shares outstanding	82,120,300	61,121,275	57,134,173	—	20,308,454	23,793,669

Class B Common Stock Conversion

Effective April 1, 2020, Icahn Enterprises L.P. (“IEP”) and its affiliates exercised their right to convert 3,485,215 shares of the Company’s Class B Common Stock into 3,485,215 shares of the Company’s Class A Common Stock. 

During the year ended December 31, 2021, IEP and its affiliates converted all of its remaining 20,308,454 shares of the Company’s Class B Common Stock into 20,308,454 shares of Class A Common Stock.

Share Repurchase Program

We presently have no share repurchase program in place.

During 2015, the Company’s Board of Directors approved a share repurchase program, authorizing it to repurchase up to $550 million of its then outstanding Class A Common Stock over a three-year period (“2015 Program”). In February 2017, the Company’s Board of Directors authorized the repurchase of up to $400 million of its then outstanding Class A Common Stock over the next three years (“2017 Program”). The 2017 Program included $112 million that remained authorized under the 2015 Program. The Company generally acquires the shares through open market or privately negotiated transactions, and has historically utilized cash from operations. The repurchase program does not obligate the Company to repurchase shares within any specific time or situations. The remaining $231 million authorized for share repurchases under the 2017 Program expired at December 31, 2019. During the year ended December 31, 2019, no shares were repurchased under the 2017 Program.

Preferred Stock

The Company had 50,000,000 shares of preferred stock ($0.01 par value) authorized at both December 31, 2021 and 2020. No shares of preferred stock were issued or outstanding at those dates.

Shareholder Rights Plan

On April 15, 2020, the Board of Directors of the Company adopted a Section 382 Rights Plan (the “Rights Plan”) and declared a dividend of (i) one preferred share purchase right, payable on April 27, 2020, for each share of Class A Common Stock and (ii) one preferred share purchase right, payable on April 27, 2020, for each share of Class B Common Stock, in each case, outstanding on April 27, 2020 to the stockholders of record on that date. The Rights Plan expired on October 2, 2021.

Accumulated Other Comprehensive Income (Loss)

The following represents the Company’s changes in accumulated other comprehensive income (loss) by component:

	Year Ended December 31
	2021		2020		2019
Foreign currency translation adjustment:
Balance at beginning of period	$	(395)	$	(369)	$	(395)
Other comprehensive income (loss) before reclassifications	(76)		(26)		23
Income tax benefit (provision)	—		—		3
Balance at end of period	(471)		(395)		(369)
Defined benefit plans:
Balance at beginning of period	(353)		(342)		(297)
Other comprehensive income (loss) before reclassifications	221		(8)		(46)
Reclassification from other comprehensive income (loss)	14		(5)		7
Income tax benefit (provision)	(8)		2		(6)
Balance at end of period	(126)		(353)		(342)
Cash flow hedges:
Balance at beginning of year	4		—		—
Other comprehensive income (loss) before reclassifications	6		4		1
Reclassification from other comprehensive income (loss)	(8)		—		(1)
Balance at end of period	2		4		—
Accumulated other comprehensive loss at end of year	$	(595)	$	(744)	$	(711)
Other comprehensive income (loss) attributable to noncontrolling interests, net of tax	$	(7)	$	14	$	(10)