Equity

Treasury Stock

During 2018, 2017 and 2016, we received 1.5 million shares, 1.5 million shares and 1.1 million shares, respectively, of common stock from employees to satisfy tax withholdings we made on their behalf for restricted stock and stock option exercises. We recorded the receipt of the shares as treasury stock.

In connection with the record date for a 5-for-1 stock split, on October 27, 2016, all 35.3 million then outstanding treasury stock shares were retired. In connection with the retirement, of the $1.5 billion value assigned to the treasury stock shares, $1.1 billion was allocated to additional paid-in capital and $370 million to retained earnings. The allocation was based on the paid-in capital per share generated from the historical issuances of these shares.

Stock Repurchase Program

During 2018, 2017 and 2016, we repurchased 16.3 million shares, 15.0 million shares and 0.9 million shares, respectively, of our outstanding common stock at a cost of $1.2 billion, $949 million and $50 million, respectively, excluding shares withheld upon vesting of equity awards. The shares repurchased are held in treasury stock. The timing and extent of future repurchases, if any, will depend upon many conditions. We periodically review whether to repurchase our stock. In making a determination regarding any stock repurchases, we consider multiple factors that may include: overall stock market conditions, our common stock price movements, the remaining amount authorized for repurchases by our Board, the potential impact of a stock repurchase program on our debt ratings, our expected free cash flow and working capital needs, our current and future planned strategic growth initiatives, and other potential uses of our cash and capital resources.

In August 2016, our Board approved an aggregate of $1.0 billion for repurchases with no fixed expiration date. In September 2017, our Board approved an aggregate of $1.2 billion with no fixed expiration date. In September 2018, our Board approved an aggregate of $2.0 billion for future repurchases of our common stock with no fixed expiration date that became effective on January 1, 2019. We expect to fund repurchases, if any, from our operating cash flow or borrowings under our debt facilities or our Commercial Paper Program. Repurchases may be made from time to time on the open market, through established trading plans, in privately-negotiated transactions or otherwise, in accordance with all applicable securities laws, rules and regulations. We have entered into a Rule 10b5-1 trading plan, as authorized by our Board, to govern some or all of the repurchases of our shares of common stock. We may discontinue the stock repurchases at any time and may amend or terminate the Rule 10b5-1 trading plan at any time. The approval of our Board for the share repurchases does not obligate us to acquire any particular amount of our common stock. In addition, our Board may increase or decrease the amount available for repurchases from time to time.

We repurchased shares of our common stock in the open market during the periods presented as follows:



	Shares Repurchased (in thousands)	Average Repurchase Price Per Share		Amount of Repurchases (in millions)
2018
Fourth quarter	1,863	$	74.99	$	139
Third quarter	3,991	75.17		300
Second quarter	6,298	72.81		459
First quarter	4,105	73.08		300
Total open market common stock repurchases	16,257			$	1,198

2017
Fourth quarter	3,498	$	68.62	$	240
Third quarter	3,642	65.90		240
Second quarter	3,916	61.28		240
First quarter	3,911	58.49		229
Total open market common stock repurchases	14,967			$	949

2016
Fourth quarter	903	55.42		50
Third quarter	—	—		—
Second quarter	—	—		—
First quarter	—	—		—



Total open market common stock repurchases	903	$	50

Dividends

The declaration of dividends is subject to the discretion of our Board, and may be affected by various factors, including our future earnings, financial condition, capital requirements, levels of indebtedness, credit ratings and other considerations which our Board of Directors deem relevant. Our Board has adopted a quarterly dividend declaration policy providing that the declaration of any dividends will be determined quarterly by the Board or its Audit Committee taking into account such factors as our evolving business model, prevailing business conditions and our financial results and capital requirements, without a predetermined annual net income payout ratio. We declared and paid cash dividends per share during the periods presented as follows:



	Dividends Per Share		Amount (in millions)
2018
Fourth quarter	$	0.24	$	138
Third quarter	0.24		138
Second quarter	0.24		139
First quarter	0.24		140
Total cash dividends declared and paid	0.96		$	555

2017
Fourth quarter	$	0.20	$	118
Third quarter	0.20		119
Second quarter	0.20		119
First quarter	0.20		120
Total cash dividends declared and paid	$	0.80	$	476

2016
Fourth quarter	$	0.17	$	102
Third quarter	0.17		102
Second quarter	0.17		103
First quarter	0.17		102
Total cash dividends declared and paid	$	0.68	$	409