SHARE REPURCHASE PROGRAMS

12 Months Ended

Dec. 31, 2024

Share Repurchase Programs [Abstract]

SHARE REPURCHASE PROGRAMS

SHARE REPURCHASE PROGRAMS

We currently maintain two share repurchase programs approved by our board of directors. The first program authorized management to repurchase up to 2 million shares issued to employees under our employee stock plans since August 31, 2023, under an anti-dilutive program (the "2023 Anti-Dilutive Program"). The second program grants management discretion to repurchase up to 2 million shares of common stock over a period of two years under a new discretionary share repurchase program (the "October 2024 Discretionary Program"). Share repurchases under both programs can be made from time to time using our working capital and other borrowing sources. Shares are repurchased under 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.

The discretionary share repurchase programs are designed to provide management with capital structure flexibility while concurrently managing objectives related to balance sheet leverage, acquisition opportunities, and shareholder returns. The anti-dilutive share repurchase programs are designed to mitigate the dilutive impact of shares issued under our employee stock plans. Shares are retired upon repurchase.

The following table provides the activity for shares repurchased and retired:

	2024			2023			2022
(In millions)	Shares	Amount		Shares	Amount		Shares	Amount
2023 Anti-Dilutive Program (1)	0.7	$	83	0.1	$	11	—	$	—
2021 Anti-Dilutive Program (expired in October 2023)	—	—		1.0	96		0.9	78
Anti-Dilutive Programs	0.7	83		1.1	107		0.9	78
October 2024 Discretionary Program (2)	0.2	33		—	—		—	—
October 2023 Discretionary Program (expired in September 2024)	1.6	205		0.4	44		—	—
February 2023 Discretionary Program (expired in September 2023)	—	—		2.0	186		—	—
2021 Discretionary Program (expired in November 2022)	—	—		—	—		2.0	179
Discretionary Programs	1.8	238		2.4	230		2.0	179
2022 Accelerated share repurchase program (expired in September 2022)	—	—		—	—		4.0	300
Total	2.5	$	321	3.6	$	337	7.0	$	557

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(1)Program commenced October 2023 and expires October 2025.

(2)Program commenced October 2024 and expires October 2026.

Amounts in the table may not be additive due to rounding.