Stockholders' Equity

9 Months Ended

Sep. 30, 2020

Stockholders’ Equity

On April 30, 2020, the Company issued and sold 2,500,000 depositary shares, each representing a 1/100th ownership interest in a share of 5.375% fixed-rate reset non-cumulative perpetual preferred stock, Series G, $0.01 par value per share, with a liquidation preference of $100,000 per share (equivalent to $1,000 per Depositary Share). The net proceeds of the offering were approximately $2.47 billion, after deducting the underwriting discount and offering expenses.

On January 30, 2019, CSC publicly announced that its Board of Directors authorized a share repurchase program to repurchase up to $4.0 billion of common stock. The share repurchase authorization does not have an expiration date. There were no repurchases of CSC’s common stock under this authorization during the nine months ended September 30, 2020. During the three and nine months ended September 30, 2019, CSC repurchased 20 million and 49 million shares of its common stock under this authorization for $771 million and $2.0 billion, respectively.

The Company’s preferred stock issued and outstanding is as follows:


			Liquidation Preference Per Share							Dividend Rate in Effect at September 30, 2020		Earliest Redemption Date	Date at Which Dividend Rate Becomes Floating or Resets	Floating Annual Rate of Three-Month LIBOR/ Term Five-Year Treasury plus (2):
	Shares Issued and Outstanding (in thousands) at				Carrying Value at
	September 30, 2020 (1)	December 31, 2019 (1)			September 30, 2020		December 31, 2019		Issue Date
Fixed-rate:
Series C	600	600	$	1,000	$	585	$	585	08/03/15	6.000	%	12/01/20	N/A	N/A
Series D	750	750	1,000		728		728		03/07/16	5.950	%	06/01/21	N/A	N/A
Fixed-to-floating-rate/Fixed-rate reset:
Series A	400	400	1,000		397		397		01/26/12	7.000	%	02/01/22	02/01/22	4.820	%
Series E	6	6	100,000		591		591		10/31/16	4.625	%	03/01/22	03/01/22	3.315	%
Series F	5	5	100,000		492		492		10/31/17	5.000	%	12/01/27	12/01/27	2.575	%
Series G	25	—	100,000		2,470		—		04/30/20	5.375	%	06/01/25	06/01/25	4.971	%
Total preferred stock	1,786	1,761			$	5,263	$	2,793

(1) Represented by depositary shares, except for Series A.

(2) The Series G dividend rate resets on each five-year anniversary beginning on June 1, 2025 based on the five-year Treasury rate; Series G is only redeemable on reset dates. The dividend rates for all other series of preferred stock will float based on LIBOR.

N/A Not applicable.

Dividends declared on the Company’s preferred stock are as follows:


	Three Months Ended September 30,								Nine Months Ended September 30,
	2020				2019				2020				2019
	Total Declared		Per Share Amount		Total Declared		Per Share Amount		Total Declared		Per Share Amount		Total Declared		Per Share Amount
Series A	$	—	$	—	$	—	$	—	$	14.0	$	35.00	$	14.0	$	35.00
Series C	9.0		15.00		9.0		15.00		27.0		45.00		27.0		45.00
Series D	11.2		14.88		11.2		14.88		33.5		44.64		33.5		44.64
Series E	13.8		2,312.50		13.8		2,312.50		27.7		4,625.00		27.7		4,625.00
Series F	—		—		—		—		12.5		2,500.00		12.5		2,500.00
Series G (1)	45.2		1,806.60		—		—		45.2		1,806.60		—		—
Total	$	79.2			$	34.0			$	159.9			$	114.7

(1) Series G preferred stock was issued on April 30, 2020. Dividends are paid quarterly, and the first dividend was paid on September 1, 2020.

Subsequent to September 30, 2020, the Company’s acquisition of TD Ameritrade, effective October 6, 2020, resulted in significant equity issuances. Please see Notes 3 and 17 for additional information on the TD Ameritrade acquisition.