

8.	Stockholders’ Equity

Two-for-One Stock Split

On December 18, 2017, we effected a two-for-one stock split in the form of a 100% stock dividend. Share and per share amounts for 2017 and 2016 presented in these financial statements have been retroactively restated to reflect this change in our capital structure.

Repurchase Program

Our Board of Directors (the “Board”) has authorized a program to repurchase shares of our outstanding common stock (“Repurchase Program”). The purchases are to be made from time to time in the open market or directly from stockholders at prevailing market prices based on market conditions or other factors. We repurchased 1,066,409 shares under the Repurchase Program during 2018. In addition, 132,021 shares were withheld during 2018 to satisfy minimum tax withholding obligations for the vesting of restricted stock awards, which are not subject to the Repurchase Program. During 2017, we repurchased 594,974 shares under the Repurchase Program and 305,828 shares were withheld to satisfy minimum tax withholding obligations for the vesting of restricted stock awards. At December 31, 2018, we were authorized to repurchase an additional 1,611,155 shares under the Repurchase Program. Shares repurchased under the Repurchase Program are recorded in treasury.

Withheld Shares

During 2018, 132,021 shares were withheld to satisfy minimum tax withholding obligations for the vesting of long-term incentive and restricted stock awards. Shares withheld to satisfy minimum tax withholding obligations for the vesting of long-term incentive and restricted stock awards are recorded in treasury.

Tender Offer for Common Stock

In December 2015, we commenced a modified Dutch auction tender offer to purchase up to $125 million in value of our common stock at a price not less than $21.75 per share and not more than $25.00 per share. In January 2016, we exercised our right to increase the size of the tender offer by up to 2.0% of our outstanding common stock. The tender offer period expired on January 7, 2016 and on January 13, 2016, we purchased 6,027,062 shares of our common stock at a per share price of $23.75 and an aggregate price of $143.1 million, excluding $1.1 million of transaction costs. The shares were immediately canceled and retired.

The tender offer was funded through borrowings of $104.4 million under the Facility and the remainder with cash on hand.

Dividends

The Board declared quarterly dividends as follows:



(amounts per share)	2018		2017

First quarter	$	0.20	$	0.125
Second quarter	0.20		0.150
Third quarter	0.20		0.150
Fourth quarter	0.20		1.150		⁽¹⁾

__________________________________


⁽¹⁾	Includes a $1.00 per share special dividend.

During 2018 and 2017, we paid a total of $33.4 million and $65.8 million, respectively in dividends. The dividends paid in 2017 includes a special dividend of $41.7 million.

Preferred Stock

At December 31, 2018, 20 million shares of preferred stock were authorized. The Series A Junior Participating Preferred Stock that was previously reserved for issuance under our Share Purchase Rights Plan expired on November 13, 2017.