Stockholders' Equity and Noncontrolling Interests

9 Months Ended

Sep. 30, 2022

Stockholders' Equity and Noncontrolling Interests

Stockholders' Equity and Noncontrolling Interests

Note 7—Stockholders’ Equity and Noncontrolling Interests

Net income from continuing operations attributable to noncontrolling interests is classified below net income from continuing operations. Earnings per share is determined after the impact of the noncontrolling interests’ share in net income of the Company. In addition, the equity attributable to noncontrolling interests is presented as a separate caption within equity.

A rollforward of consolidated changes in equity and redeemable noncontrolling interest for the three months ended September 30, 2022 is as follows:

	Amphenol Corporation Stockholders
											Accumulated						Redeemable
	Common Stock			Treasury Stock			Additional				Other		Non-				Non-
	Shares			Shares			Paid-In		Retained		Comprehensive		controlling		Total		controlling
	(in millions)	Amount		(in millions)	Amount		Capital		Earnings		Loss		Interests		Equity		Interest
Balance as of June 30, 2022	596.7	$	0.6	(1.4)	$	(92.0)	$	2,477.8	$	4,553.8	$	(475.9)	$	57.7	$	6,522.0	$	19.9
Net income										496.6				3.6		500.2		0.3
Other comprehensive income (loss)												(196.5)		(3.2)		(199.7)		—
Distributions to shareholders of noncontrolling interests														(0.3)		(0.3)
Purchase of treasury stock				(2.4)		(170.1)										(170.1)
Retirement of treasury stock	(2.1)		—	2.1		150.3				(150.3)						—
Stock options exercised	1.9		—	0.2		14.3		63.7		(6.0)						72.0
Dividends declared ($0.20 per common share)										(119.0)						(119.0)
Stock-based compensation expense								23.6								23.6
Balance as of September 30, 2022	596.5	$	0.6	(1.5)	$	(97.5)	$	2,565.1	$	4,775.1	$	(672.4)	$	57.8	$	6,628.7	$	20.2

A rollforward of consolidated changes in equity and redeemable noncontrolling interest for the nine months ended September 30, 2022 is as follows:

	Amphenol Corporation Stockholders
											Accumulated						Redeemable
	Common Stock			Treasury Stock			Additional				Other		Non-				Non-
	Shares			Shares			Paid-In		Retained		Comprehensive		controlling		Total		controlling
	(in millions)	Amount		(in millions)	Amount		Capital		Earnings		Loss		Interests		Equity		Interest
Balance as of December 31, 2021	600.7	$	0.6	(1.6)	$	(100.0)	$	2,409.0	$	4,278.9	$	(286.5)	$	58.1	$	6,360.1	$	19.0
Net income										1,394.8				9.8		1,404.6		1.2
Other comprehensive income (loss)												(385.9)		(6.1)		(392.0)		—
Purchase of noncontrolling interest								(0.4)						(0.1)		(0.5)
Distributions to shareholders of noncontrolling interests														(3.9)		(3.9)
Purchase of treasury stock				(7.6)		(560.1)										(560.1)
Retirement of treasury stock	(7.0)		—	7.0		519.3				(519.3)						—
Stock options exercised	2.8		—	0.7		43.3		92.3		(21.7)						113.9
Dividends declared ($0.60 per common share)										(357.6)						(357.6)
Stock-based compensation expense								64.2								64.2
Balance as of September 30, 2022	596.5	$	0.6	(1.5)	$	(97.5)	$	2,565.1	$	4,775.1	$	(672.4)	$	57.8	$	6,628.7	$	20.2

A rollforward of consolidated changes in equity for the three months ended September 30, 2021 is as follows:

	Amphenol Corporation Stockholders
											Accumulated
	Common Stock			Treasury Stock			Additional				Other		Non-
	Shares			Shares			Paid-In		Retained		Comprehensive		controlling		Total
	(in millions)	Amount		(in millions)	Amount		Capital		Earnings		Loss		Interests		Equity
Balance as of June 30, 2021	599.3	$	0.6	(1.8)	$	(100.1)	$	2,198.9	$	3,916.4	$	(300.3)	$	62.8	$	5,778.3
Net income										426.5				2.9		429.4
Other comprehensive income (loss)												(35.2)		0.1		(35.1)
Distributions to shareholders of noncontrolling interests														(3.0)		(3.0)
Purchase of treasury stock				(2.3)		(170.9)										(170.9)
Retirement of treasury stock	(2.3)		—	2.3		170.9				(170.9)						—
Stock options exercised	2.2		—	0.2		10.8		69.4		(4.7)						75.5
Dividends declared ($0.145 per common share)										(86.7)						(86.7)
Stock-based compensation expense								21.2								21.2
Balance as of September 30, 2021	599.2	$	0.6	(1.6)	$	(89.3)	$	2,289.5	$	4,080.6	$	(335.5)	$	62.8	$	6,008.7

A rollforward of consolidated changes in equity for the nine months ended September 30, 2021 is as follows:

	Amphenol Corporation Stockholders
											Accumulated
	Common Stock			Treasury Stock			Additional				Other		Non-
	Shares			Shares			Paid-In		Retained		Comprehensive		controlling		Total
	(in millions)	Amount		(in millions)	Amount		Capital		Earnings		Loss		Interests		Equity
Balance as of December 31, 2020	600.7	$	0.6	(2.0)	$	(111.1)	$	2,068.1	$	3,705.4	$	(278.1)	$	67.0	$	5,451.9
Net income										1,125.8				6.9		1,132.7
Other comprehensive income (loss)												(57.4)		0.9		(56.5)
Acquisitions resulting in noncontrolling interest														1.8		1.8
Purchase of noncontrolling interest								2.5						(7.3)		(4.8)
Distributions to shareholders of noncontrolling interests														(6.5)		(6.5)
Purchase of treasury stock				(7.2)		(491.0)										(491.0)
Retirement of treasury stock	(6.9)		—	6.9		471.2				(471.2)						—
Stock options exercised	5.4		—	0.7		41.6		158.7		(19.5)						180.8
Dividends declared ($0.435 per common share)										(259.9)						(259.9)
Stock-based compensation expense								60.2								60.2
Balance as of September 30, 2021	599.2	$	0.6	(1.6)	$	(89.3)	$	2,289.5	$	4,080.6	$	(335.5)	$	62.8	$	6,008.7

Stock Repurchase Programs

On April 27, 2021, the Board authorized a stock repurchase program under which the Company may purchase up to $2,000.0 of the Company’s Class A Common Stock (“Common Stock”) during the three-year period ending April 27, 2024 (the “2021 Stock Repurchase Program”) in accordance with the requirements of Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). During the three and nine months ended September 30, 2022, the Company repurchased 2.4 million and 7.6 million shares of its Common Stock for $170.1 and $560.1, respectively, under the 2021 Stock Repurchase Program. Of the total repurchases made during the first nine months of 2022, 0.6 million shares, or $40.8, were retained in Treasury stock at the time of repurchase. The remaining 7.0 million shares, or $519.3, have been retired by the Company. During the three and nine months ended September 30, 2021, the Company repurchased 2.3 million and 4.1 million shares of its Common Stock for $170.9 and $287.2, respectively, under the 2021 Stock Repurchase Program. All of the shares repurchased under the 2021 Stock Repurchase Program during the nine months ended September 30, 2021 were retired by the Company. From October 1, 2022 to October 25, 2022, the Company repurchased 0.6 million additional shares of its Common Stock for $41.9 under the 2021 Stock Repurchase Program, and, as of October 26, 2022, the Company has remaining authorization to purchase up to $940.2 of its Common Stock under the 2021 Stock Repurchase Program. The price and timing of any future purchases under the 2021 Stock Repurchase Program will depend on a number of factors, such as levels of cash generation from operations, the volume of stock options exercised by employees, cash requirements for acquisitions, dividends paid, economic and market conditions and the price of the Common Stock.

On April 24, 2018, the Board authorized a stock repurchase program under which the Company could purchase up to $2,000.0 of Common Stock during the three-year period ending April 24, 2021 (the “2018 Stock Repurchase Program”) in accordance with the requirements of Rule 10b-18 of the Exchange Act. During the nine months ended September 30, 2021, the Company repurchased 3.1 million shares of its Common Stock for $203.8 under the 2018 Stock Repurchase Program. As a result of these purchases, the Company completed all purchases authorized under the 2018 Stock Repurchase Program, and, therefore, the 2018 Stock Repurchase Program was terminated. Of the total repurchases made during the first nine months of 2021, 0.3 million shares, or $19.8, were retained in Treasury stock at the time of repurchase. The remaining 2.8 million shares, or $184.0, were retired by the Company.

Dividends

Contingent upon declaration by the Board, the Company pays a quarterly dividend on shares of its Common Stock. The following table summarizes the dividends declared and paid for the three and nine months ended September 30, 2022 and 2021:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Dividends declared	$	119.0	$	86.7	$	357.6	$	259.9
Dividends paid (including those declared in the prior year)		119.1		86.6		358.4		260.0

On October 26, 2021, the Board approved an increase to the Company’s quarterly dividend rate from $0.145 per share to $0.20 per share, effective with dividends declared in the fourth quarter of 2021, and on October 25, 2022, approved an additional increase to the Company’s quarterly dividend rate from $0.20 per share to $0.21 per share, effective with dividends declared in the fourth quarter of 2022, contingent upon declaration by the Board.