STOCKHOLDERS' EQUITY

9 Months Ended

Sep. 27, 2020

STOCKHOLDERS’ EQUITY

Repurchases of Common Stock

During the nine months ended September 27, 2020, we repurchased 3.0 million shares of our common stock for $1.1 billion under repurchase plans pursuant to Rule 10b5-1 of the Securities Exchange Act of 1934 (Rule 10b5-1 plans) and an accelerated share repurchase (ASR) agreement. Under the Rule 10b5-1 plans, we repurchased 1.6 million shares for $600 million. Pursuant to the ASR agreement, during the first half of 2020 we repurchased 1.4 million shares for $500 million based on the volume-weighted average price (VWAP) of our common stock over the term of the agreement, less a negotiated discount.

The total remaining authorization for future common share repurchases under our share repurchase program was $3.0 billion as of September 27, 2020, including a $1.3 billion increase to the program authorized by our Board of Directors on September 25, 2020. As we repurchase our common shares, we reduce common stock for the $1 of par value of the shares repurchased, with the excess purchase price over par value recorded as a reduction of additional paid-in capital. If additional paid-in capital is reduced to zero, we record the remainder of the excess purchase price over par value as a reduction of retained earnings. During the three months ended September 27, 2020, we repurchased $59 million of our common shares, which were recognized as a reduction to common stock for the par value with the excess purchase price recorded as a reduction of additional paid-in capital.

Dividends

We declared cash dividends totaling $730 million ($2.60 per share) and $2.8 billion ($9.80 per share) during the quarter and nine months ended September 27, 2020. Dividends declared in the quarter ended September 27, 2020 represent our 2020 fourth quarter dividend payment, a per share increase of $0.20 over our 2020 third quarter dividend of $2.40 per share, which we declared in the second quarter of 2020. Our fourth quarter dividend will be paid in December 2020. We declared dividends totaling $679 million ($2.40 per share) and $2.6 billion ($9.00 per share) during the quarter and nine months ended September 29, 2019. During the quarter ended September 29, 2019, we declared our fourth quarter dividend of $2.40 per share, an increase of $0.20 over the third quarter 2019 dividend, which was declared during the second quarter of 2019.

Restricted Stock Unit Grants

During the nine months ended September 27, 2020, we granted certain employees approximately 0.5 million RSUs with a weighted average grant date fair value of $384.06 per RSU. The grant date fair value of these RSUs is equal to the closing market price of our common stock on the grant date less a discount to reflect the delay in payment of dividend-equivalent cash payments that are made only upon vesting, which is generally three years from the grant date. We recognize the grant date fair value of RSUs, less estimated forfeitures, as compensation expense ratably over the requisite service period, which is shorter than the vesting period if the employee is retirement eligible on the date of grant or will become retirement eligible before the end of the vesting period.

Accumulated Other Comprehensive Loss

Changes in the balance of AOCL, net of tax, consisted of the following (in millions):



	Postretirement Benefit Plans		Other, net		AOCL
Balance at December 31, 2019	$	(15,528)	$	(26)	$	(15,554)
Other comprehensive income before reclassifications	—		(40)		(40)
Amounts reclassified from AOCL
Recognition of net actuarial losses ^(a)	517		—		517
Amortization of net prior service credits ^(a)	(187)		—		(187)

Other	—		5		5
Total reclassified from AOCL	330		5		335
Total other comprehensive income	330		(35)		295
Balance at September 27, 2020	$	(15,198)	$	(61)	$	(15,259)

Balance at December 31, 2018	$	(14,254)	$	(67)	$	(14,321)
Other comprehensive income before reclassifications	—		(30)		(30)
Amounts reclassified from AOCL
Recognition of net actuarial losses ^(a)	861		—		861
Amortization of net prior service credits ^(a)	(180)		—		(180)
Other	—		17		17
Total reclassified from AOCL	681		17		698
Total other comprehensive income	681		(13)		668
Balance at September 29, 2019	$	(13,573)	$	(80)	$	(13,653)

^(a)Reclassifications from AOCL related to our postretirement benefit plans were recorded as a component of net periodic benefit cost for each period presented (see “Note 6 – Postretirement Benefit Plans”). These amounts include $110 million and $227 million, net of tax, for the quarters ended September 27, 2020 and September 29, 2019, which are comprised of the recognition of net actuarial losses of $173 million and $287 million for the quarters ended September 27, 2020 and September 29, 2019, and the amortization of net prior service credits of $63 million and $60 million for the quarters ended September 27, 2020 and September 29, 2019.