WEX Inc
For the period ended Sep 30, 2024. Filed Oct 24, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2024 · Filed Oct 24, 2024
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Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
The following table presents the Company’s common stock repurchases during each month of the third quarter of 2024:
| Total Number of Shares Purchased | Average Price Paid per Share2, 3 | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs1, 4 | |
|---|---|---|---|---|
| July 1 - July 31, 20244 | 1,723,852 | $179.83 | 1,723,852 | $69,803,344 |
| August 1 - August 31, 2024 | — | $— | — | $69,803,344 |
| September 1 - September 30, 2024 | — | $— | — | $1,069,803,344 |
| Total | 1,723,852 | $179.83 | 1,723,852 |
(1)On February 15, 2024, the Company's board of directors authorized an amended share repurchase program under which up to an additional $400.0 million worth of WEX's common stock may be repurchased by the Company in the open market and through various other means pursuant to the share repurchase plan, through December 31, 2025, expanding the total authorization from $650.0 million to $1.05 billion. Subsequently, on September 9, 2024, the Company announced that its board of directors authorized a further amendment to the share repurchase program under which up to an additional $1.0 billion worth of WEX’s common stock may be repurchased by the Company in the open market and through various other means pursuant to the share repurchase program, through December 31, 2025, expanding the total authorization from $1.05 billion to $2.05 billion.
(2)Includes commissions paid on stock repurchases.
(3)The Inflation Reduction Act of 2022, which was enacted into law on August 16, 2022, imposed a nondeductible one percent excise tax on the net value of certain stock repurchases. All dollar amounts presented exclude such excise taxes, as applicable.
(4)On July 29, 2024, the Company entered into an ASR agreement with JPMorgan (the “2024 ASR”) to repurchase an aggregate of $300.0 million of WEX’s common stock, and received an initial delivery of approximately 1.3 million shares, representing approximately 80 percent of the total shares expected to be repurchased under the ASR agreement based on the closing price of the Company’s common stock of $180.44 on July 26, 2024. Pursuant to the terms and conditions of the ASR agreement, the final number of shares to be repurchased will be based on the daily volume-weighted average prices of our common stock during the term of the 2024 ASR, less a discount and subject to customary adjustments. Final settlement of the 2024 ASR is expected to be completed during the fourth quarter of 2024.
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