STOCKHOLDERS' EQUITY

6 Months Ended

Jun. 25, 2023

Equity [Abstract]

STOCKHOLDERS' EQUITY

STOCKHOLDERS’ EQUITY

Repurchases of Common Stock

During the six months ended June 25, 2023, we repurchased 4.2 million shares of our common stock for $1.3 billion, pursuant to accelerated share repurchase (ASR) agreements and open market purchases. During the second quarter of 2023, under the terms of an ASR agreement, we paid $200 million and received an initial delivery of 0.3 million shares of our common stock. We received 0.1 million additional shares upon final settlement in the third quarter of 2023. In addition, we repurchased 1.1 million shares for $500 million under an ASR agreement that we entered into in the first quarter of 2023. As previously disclosed, we received 1.5 million shares of our common stock for no additional consideration upon final settlement of the ASR agreement that we entered into in the fourth quarter of 2022.

The total remaining authorization for future common share repurchases under our share repurchase program was $8.8 billion as of June 25, 2023. 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.

Dividends

We declared cash dividends totaling $2.3 billion ($9.00 per share) during the six months ended June 25, 2023. In June 2023, we declared our 2023 third quarter dividend totaling approximately $756 million ($3.00 per share), which will be paid in September 2023. The total amount declared may differ from the total amount of dividends paid during a period due to the timing of dividend-equivalents paid on RSUs and PSUs. These dividend-equivalents are accrued during the vesting period and are paid upon the vesting of the RSUs and PSUs, which primarily occurs in the first quarter each year.

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, 2022	$	(7,866)	$	(157)	$	(8,023)
Other comprehensive income (loss) before reclassifications	—		5		5
Amounts reclassified from AOCL
Amortization of net actuarial losses (b)	58		—		58
Amortization of net prior service credits (b)	(132)		—		(132)
Other	—		13		13
Total reclassified from AOCL	(74)		13		(61)
Total other comprehensive (loss) income	(74)		18		(56)
Balance at June 25, 2023	$	(7,940)	$	(139)	$	(8,079)
Balance at December 31, 2021	$	(10,964)	$	(42)	$	(11,006)
Other comprehensive income (loss) before reclassifications (a)	1,698		(121)		1,577
Amounts reclassified from AOCL
Pension settlement charge (a)	1,156		—		1,156
Amortization of net actuarial losses (b)	230		—		230
Amortization of net prior service credits (b)	(135)		—		(135)
Other	—		10		10
Total reclassified from AOCL	1,251		10		1,261
Total other comprehensive income (loss)	2,949		(111)		2,838
Balance at June 26, 2022	$	(8,015)	$	(153)	$	(8,168)

(a)Changes in AOCL before reclassifications related to our postretirement benefit plans represent the net actuarial gains from the interim remeasurement of certain defined benefit pension plans required as a result of the purchase of group annuity contracts to transfer $4.3 billion of our gross defined benefit pension obligations and related plan assets to an insurance company on June 24, 2022. See “Note 6 - Postretirement Benefit Plans.” Also as a result, during the quarter ended June 26, 2022, we recognized a noncash, non-operating pension settlement charge of $1.5 billion ($1.2 billion, or $4.33 per share, after-tax).

(b)These amounts include $(37) million and $47 million, net of tax, for the quarters ended June 25, 2023 and June 26, 2022, which are comprised of the amortization of net actuarial losses of $29 million and $115 million for the quarters ended June 25, 2023 and June 26, 2022, and the amortization of net prior service credits of $66 million and $68 million for the quarters ended June 25, 2023 and June 26, 2022.