SHARE REPURCHASE PROGRAMS

12 Months Ended

Dec. 31, 2022

Share Repurchase Programs [Abstract]

SHARE REPURCHASE PROGRAMS

SHARE REPURCHASE PROGRAMS

In October 2021, our board of directors authorized two new share repurchase programs. The first program grants management discretion to repurchase up to 2.0 million shares of common stock over a period of two years (the "2021 Discretionary Program"). The 2021 Discretionary Program is designed to provide management with capital structure flexibility while concurrently managing objectives related to balance sheet leverage, acquisition opportunities, and shareholder returns. The second program authorizes management to repurchase up to 2.5 million shares of common stock, issued to employees under our employee stock plans since September 1, 2021 (the "2021 Anti-Dilutive Program"). The 2021 Anti-Dilutive Program is designed to mitigate the dilutive impact of shares issued under our employee stock plans. Both the 2021 Discretionary Program and the 2021 Anti-Dilutive Program commenced on October 14, 2021 and expire on October 14, 2023. Share repurchases under both programs can be made from time to time using our working capital and a variety of methods, including open-market transactions and trading plans established pursuant to Rule 10b5-1 of the Securities Exchange Act of 1934. The timing and actual number of shares repurchased are subject to market conditions, legal requirements and other factors, including balance sheet leverage, availability of acquisitions and stock price.

During the fourth quarter of 2022, we repurchased 2 million shares for $179 million under the 2021 Discretionary program, which completed the program. Additionally, we repurchased 0.9 million shares for $78 million under the 2021 Anti-Dilutive program. The 2021 Anti-Dilutive Program replaced the 2019 anti-dilutive program, which expired in December 2021.

Under the 2019 anti-dilutive program, in 2021 and 2020, we repurchased 0.7 million, and 0.6 million shares for $57 million and $29 million, respectively.

In September 2022, we completed our $300 million accelerated share repurchase program. This program was authorized by our board of directors in February 2022, and at that time, we repurchased and retired an initial amount of approximately 3 million shares. The final settlement occurred in September 2022, resulting in the delivery and retirement of approximately 1 million additional shares. The number of shares ultimately repurchased and retired was based on the average of Ryder's daily volume-weighted average price per share of common stock during a repurchase period, less a discount. The average price paid for all of the shares delivered and retired under the accelerated share purchase agreement was $74.47 per share.

In February 2023, our board of directors authorized a new discretionary share repurchase program to grant management discretion to repurchase up to 2 million shares of common stock over a period of two years (the "2023 Discretionary Program"). The 2023 Discretionary Program is designed to provide management with capital structure flexibility while concurrently managing objectives related to balance sheet leverage, acquisition opportunities, and shareholder returns.