EQUITY

3 Months Ended

Mar. 31, 2020

EQUITY

EQUITY

18. EQUITY

Common Stock

The Company’s common stock is listed on Cboe BZX under the trading symbol CBOE. As of March 31, 2020, 325,000,000 shares of common stock were authorized, $0.01 par value, and 125,944,478 and 109,719,823 shares were issued and outstanding, respectively. As of December 31, 2019, 325,000,000 shares of common stock were authorized, $0.01 par value, and 125,701,889 and 110,656,892 shares were issued and outstanding, respectively. The holders of common stock are entitled to one vote per share.

Common Stock in Treasury, at Cost

The Company accounts for the purchase of treasury stock under the cost method with the shares of stock repurchased reflected as a reduction to Cboe stockholders’ equity and included in common stock in treasury, at cost in the condensed consolidated balance sheets. Shares repurchased under the Company’s share repurchase program are available to be redistributed. When treasury shares are redistributed, they are recorded at the average cost of the treasury

shares acquired. The Company held 16,224,655 and 15,044,997 shares of common stock in treasury as of March 31, 2020 and December 31, 2019, respectively.

Share Repurchase Program

In 2011, the board of directors approved an initial authorization for the Company to repurchase shares of its outstanding common stock of $100 million and approved additional authorizations of $100 million in each of 2012, 2013, 2014, 2015 and 2016, $150 million in February 2018, $100 million in August 2018, and $250 million in October 2019 for a total authorization of $1.1 billion. The Company expects to fund repurchases primarily through the use of existing cash balances. The program permits the Company to purchase shares, through a variety of methods, including in the open market or through privately negotiated transactions, in accordance with applicable securities laws. It does not obligate the Company to make any repurchases at any specific time or situation.

The table below shows the repurchased shares of common stock under the Company’s share repurchase program during the periods presented as follows:

		Three Months Ended March 31,
	2020		2019
Number of shares of common stock repurchased		1,062,881		366,793
Average price paid per share	$	112.46	$	95.36
Total purchase price (in millions)	$	119.5	$	35.0

Since inception of the program through March 31, 2020, the Company has repurchased 14,778,890 shares of common stock at an average cost per share of $62.27, totaling $920.3 million.

As of March 31, 2020 and 2019, the Company had $179.7 million and $171.1 million of availability remaining under its existing share repurchase authorizations, respectively.

Purchase of Common Stock from Employees

The Company purchased 116,777 and 118,563 shares that were not part of the publicly announced share repurchase authorization from employees for an average price paid per share of $119.53 and $94.59 during the three months ended March 31, 2020 and 2019, respectively. These shares consisted of shares retained to cover payroll withholding taxes or option costs in connection with the vesting of RSAs, RSUs, PSUs, and stock option exercises.

Preferred Stock

The Company has authorized the issuance of 20,000,000 shares of preferred stock, par value $0.01 per share, issuable from time to time in one or more series. As of March 31, 2020, and December 31 2019, the Company had no shares of preferred stock issued or outstanding.

Dividends

During the three months ended March 31, 2020, the Company declared and paid cash dividends per share of $0.36 for an aggregate payout of $40.0 million. During the three months ended March 31, 2019, the Company declared and paid cash dividends per share of $0.31 for an aggregate payout of $34.8 million.

Each share of common stock, including RSAs, RSUs, and PSUs, is entitled to receive dividend and dividend equivalents, respectively, if, as and when declared by the board of directors of the Company. The Company’s expectation is to continue to pay dividends. The decision to pay a dividend, however, remains within the discretion of the Company’s board of directors and may be affected by various factors, including our earnings, financial condition, capital requirements, level of indebtedness and other considerations our board of directors deems relevant. Future debt obligations and statutory provisions, among other things, may limit, or in some cases prohibit, our ability to pay dividends.

As a holding company, the Company’s ability to declare and continue to pay dividends in the future with respect to its common stock will also be dependent upon the ability of its subsidiaries to pay dividends to it under applicable corporate law.