Common Stock Repurchase Program

3 Months Ended

Mar. 31, 2019

Common Stock Repurchase Program

Common Stock Repurchase Program

12.  Common Stock Repurchase Program

The Company repurchases shares of its common stock as part of capital allocation programs authorized by our Board of Directors. During the three months ended March 31, 2019, we repurchased 0.7 million shares of our common stock in open market transactions in compliance with Rule 10b5-1 and Rule 10b-18 of the Exchange Act for $64 million, inclusive of per-share commissions, for a weighted average price per share of $94.35. These repurchases were made under our prior $1.25 billion Board of Directors authorization announced in December 2017. In January 2019, we paid $4 million related to our share repurchases in December 2018.

We announced in December 2018 that the Board of Directors authorized up to $1.5 billion in future share repurchases,  which superseded and replaced remaining authority under any prior Board of Directors authorization for share repurchases after the completion of our open market repurchases noted above. Any future share repurchases pursuant to this authorization of our Board of Directors will be made at the discretion of management and will depend on factors similar to those considered by the Board of Directors in making dividend declarations, including our net earnings, financial condition, cash required for future business plans, growth and acquisitions and other factors the Board of Directors may deem relevant. As a result of the pending acquisition discussed in Note 16, we expect to scale back our share repurchases in 2019 to a level sufficient to offset dilution from stock-based compensation plans.