CAPITAL STOCK

12 Months Ended

Dec. 31, 2019

Stockholders' Equity Note [Abstract]

Authorized Capital Stock

The total number of shares of all classes of stock that the Company has authority to issue under its Restated Certificate of Incorporation is 1.02 billion shares with a par value of $0.01, of which 1.0 billion are shares of common stock, 10.0 million are shares of preferred stock and 10.0 million are shares of series common stock. The preferred stock and series common stock can be issued with varying terms, as determined by the Board.

Share Repurchase Program

The Company implemented a systematic share repurchase program in the third quarter of 2005 through an SEC Rule 10b5-1 program. Moody’s may also purchase opportunistically when conditions warrant. As a result, Moody’s share repurchase activity will continue to vary from quarter to quarter. The table below summarizes the Company’s remaining authority under its share repurchase program as of December 31, 2019:


Date Authorized	Amount Authorized		Remaining Authority
October 22, 2018	$	1,000	$	334
December 16, 2019	$	1,000	1,000
Total Remaining Authority			$	1,334

During 2019, Moody’s repurchased 5.2 million shares of its common stock under its share repurchase program and issued a net 1.6 million shares under employee stock-based compensation plans. The net amount includes shares withheld for employee payroll taxes.

During 2019, the Company entered into an ASR with a financial institution counterparty to repurchase $500 million of its outstanding common stock. Refer to Note 5 for further details.

Dividends

The Company’s cash dividends were:


	Dividends Per Share
	Year ended December 31,
	2019						2018						2017
	Declared		Paid		Declared		Paid		Declared		Paid
First quarter	$	0.50	$	0.50	$	0.44	$	0.44	$	—	$	0.38
Second quarter	0.50		0.50		0.44		0.44		0.38		0.38
Third quarter	0.50		0.50		0.44		0.44		0.38		0.38
Fourth quarter	0.50		0.50		0.44		0.44		0.38		0.38
Total	$	2.00	$	2.00	$	1.76	$	1.76	$	1.14	$	1.52

On February 11, 2020, the Board approved the declaration of a quarterly dividend of $0.56 per share of Moody’s common stock, payable on March 18, 2020 to shareholders of record at the close of business on February 25, 2020. The continued payment of dividends at the rate noted above, or at all, is subject to the discretion of the Board.