eBay 2013 Annual Report Download - page 132

eBay Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Note 13 – Stockholders' Equity
Preferred Stock
We are authorized, subject to limitations prescribed by Delaware law, to issue preferred stock in one or more series; to establish the
number of shares included within each series; to fix the rights, preferences and privileges of the shares of each wholly unissued series and any
related qualifications, limitations or restrictions; and to increase or decrease the number of shares of any series (but not below the number of
shares of a series then outstanding) without any further vote or action by our stockholders. At December 31, 2013 and 2012 , there were 10
million shares of $0.001 par value preferred stock authorized for issuance, and no shares issued or outstanding.
Common Stock
Our Amended and Restated Certificate of Incorporation authorizes us to issue 3.6 billion shares of common stock.
Note 14 – Stock Repurchase Program
In June 2012, our Board of Directors authorized a stock repurchase program that provides for the repurchase of up to an additional $2
billion of our common stock, with no expiration from the date of authorization. The 2012 stock repurchase program is intended to offset the
impact of dilution from our equity compensation programs. The stock repurchase activity under the 2012 stock repurchase program during 2013
is summarized as follows:
(1) Stock repurchase activity excludes broker commissions.
These repurchased shares were recorded as treasury stock and were accounted for under the cost method. No repurchased shares have been
retired.
As of December 31, 2013 , approximately $640 million remained for further repurchases of our common stock under the 2012 stock
repurchase program.
In addition, in January 2014, our board of directors authorized an additional $5 billion stock repurchase program. This new stock
repurchase program, together with $640 million remaining under our prior stock repurchase program authorized in June 2012, brings the total
repurchase authorization to $5.6 billion as of January 2014. In addition to continuing to repurchase shares to offset dilution from our equity
compensation programs, we expect, subject to market conditions and other factors, to make opportunistic repurchases of our common stock to
reduce outstanding share count. Any share repurchases under our stock repurchase programs may be made through open market transactions,
block trades, privately negotiated transactions (including accelerated share repurchase transactions) or other means at times and in such amounts
as management deems appropriate and will be funded from our working capital or other financing alternatives.
Our stock repurchase programs may be limited or terminated at any time without prior notice. The timing and actual number of shares
repurchased will depend on a variety of factors including corporate and regulatory requirements, price, other market conditions and
management's determination as to the appropriate use of our cash.
Note 15 – Stock-Based and Employee Savings Plans
Equity Incentive Plans
We have equity incentive plans under which we grant equity awards, including stock options, restricted stock units, performance-based
restricted stock units, performance share units and nonvested shares, to our directors, officers and employees. At December 31, 2013 , 611
million shares were authorized under our equity incentive plans and 47 million shares were available for future grant.
Shares
Repurchased
Average Price
per Share
(1)
Value of Shares
Repurchased
Remaining
Amount
Authorized
(In millions, except per share amounts)
Balance at January 1, 2013
—
$
51.89
$
17
$
1,983
Repurchase of common stock
25
54.33
1,343
(1,343
)
Balance at December 31, 2013
25
$
54.30
$
1,360
$
640