Capital Stock

Repurchases of Common Stock. The Company did not repurchase any of its common stock during fiscal 2019. The following table summarizes the Company’s share repurchases during fiscal 2016, fiscal 2017, and the 2018 transition period (all shares repurchased have been canceled):



Period	Number of Shares Repurchased	Total Consideration (In thousands)		Average Price Per Share
Fiscal 2016	2,511,578	$	169,997	$	67.69
Fiscal 2017	713,006	$	62,909	$	88.23
2018 Transition Period	200,000	$	16,875	$	84.38

Fiscal 2016. In connection with the Notes offering in September 2015, the Company used approximately $60.0 million of the net proceeds from the Notes to repurchase 805,000 shares of its common stock from the initial purchasers of the Notes in privately negotiated transactions at a price of $74.53 per share, the closing price of Dycom’s common stock on September 9, 2015. The additional $110.0 million paid during fiscal 2016 was for shares repurchased under the Company’s authorized share repurchase program.

Fiscal 2017. As of the beginning of fiscal 2017, the Company had $100.0 million available for share repurchases through October 2017 under the Company’s April 26, 2016 repurchase authorization. During the second quarter of fiscal 2017, the Company repurchased 313,006 shares of its common stock, at an average price of $79.87, for $25.0 million. During the third quarter of fiscal 2017, the Company’s Board of Directors extended the term of the $75.0 million remaining available under the April 26, 2016 authorization through August 2018. In connection with the extension of this authorization, the Company’s Board of Directors also authorized an additional $75.0 million to repurchase shares of the Company’s common stock through August 2018 in open market or private transactions. The Company repurchased 400,000 shares of its common stock, at an average price of $94.77 per share, for $37.9 million during the third quarter of fiscal 2017.

2018 Transition Period. The Company repurchased 200,000 shares of its common stock, at an average price of $84.38 per share, for $16.9 million during the 2018 transition period. As of January 27, 2018, $95.2 million remained available for repurchases through August 2018.

Fiscal 2019. On August 29, 2018, the Company announced that its Board of Directors had authorized a new $150.0 million program to repurchase shares of the Company’s outstanding common stock through February 2020 in open market or private transactions. The repurchase authorization replaced the Company’s previous repurchase authorization which expired in August 2018. At expiration, approximately $95.2 million of the previous authorization remained outstanding. The Company did not repurchase any of its common stock during fiscal 2019. As of January 26, 2019, $150.0 million remained available for repurchases through February 2020 under the Company’s share repurchase program.

Restricted Stock Tax Withholdings. During fiscal 2019, the 2018 transition period, fiscal 2017, and fiscal 2016, the Company withheld 73,300 shares, 117,426 shares, 134,736 shares, and 161,988 shares, respectively, totaling $4.7 million, $12.6 million, $10.8 million, and $12.6 million, respectively, to meet payroll tax withholdings obligations arising from the vesting of restricted share units. All shares withheld have been canceled. Shares of common stock withheld for tax withholdings do not reduce the Company’s total share repurchase authority.

Upon cancellation of shares repurchased or withheld for tax withholdings, the excess over par value is recorded as a reduction of additional paid-in capital until the balance is reduced to zero, with any additional excess recorded as a reduction of retained earnings. During the 2018 transition period, fiscal 2017, and fiscal 2016, $11.5 million, $42.8 million, and $17.1 million, respectively, was charged to retained earnings related to shares canceled during the respective fiscal year.