On June 9, 2017, the Registrant entered into an accelerated share repurchase agreement with Goldman Sachs & Co. LLC (“Goldman”), to purchase $250 million of its outstanding common stock. The majority of the shares to be repurchased under this agreement will be received by the Registrant at the agreement’s inception. It is expected that Goldman will purchase the shares that it delivers under the agreement in the market no later than August 17, 2017. The final purchase price per share and number of shares to be delivered by Goldman will be determined at the conclusion of the agreement and settlement will consist of the Registrant receiving shares based on the average of the daily volume weighted average prices of the Registrant’s common stock during the period of Goldman’s purchases. If the Registrant is required to pay a settlement amount, the Registrant may elect to settle in cash or shares of its common stock. All of the shares acquired by the Registrant under the agreement will be placed into its treasury.

The agreement is part of the Registrant’s repurchase program totaling $1.5 billion that was announced on May 4, 2016. The Registrant has repurchased 17.1 million common shares in total as of June 9, 2017, for an aggregate amount of $1.2 billion.