Shareholders’ Equity

(a) Preferred and Common Stock

Under the terms of the Company’s Articles of Association, the Board of Directors may determine the rights, preferences, and terms of the Company’s authorized but unissued shares of preferred stock.

As of February 3, 2018, the Company is authorized to issue 8.0 million shares of $0.002 par value preferred stock and 992.0 million shares of $0.002 par value common stock. As of February 3, 2018 and January 28, 2017, no shares of preferred stock were outstanding.

(b) Restricted Stock Unit Withholdings

For the years ended February 3, 2018 and January 28, 2017, the Company withheld approximately 1.7 million and 1.7 million shares, or $26.8 million and $16.7 million, of common stock, respectively, in settlement of employee tax withholding obligations due upon the vesting of restricted stock.

During fiscal 2018, the Company declared and paid cash dividends of $0.24 per common share, or $119.3 million, on the Company’s outstanding common stock. During fiscal 2017, the Company declared and paid cash dividends of $0.24 per common share, or $122.3 million, on the Company’s outstanding common stock.

Any future dividends will be subject to the approval of the Company's Board of Directors.

On March 15, 2018, the Company announced that its board of directors declared a cash dividend of $0.06 per share payable on April 18, 2018 to shareholders of record as of March 29, 2018.

(d) Stock Repurchase Program

On November 17, 2016, the Company announced that its Board of Directors authorized a $1.0 billion share repurchase plan. The newly authorized stock repurchase program replaced in its entirety the prior $3.25 billion stock repurchase program. The Company intends to effect share repurchases in accordance with the conditions of Rule 10b-18 under the Exchange Act, but may also make repurchases in the open market outside of Rule 10b-18 or in privately negotiated transactions. The share repurchase program will be subject to market conditions and other factors, and does not obligate the Company to repurchase any dollar amount or number of its common shares and the repurchase program may be extended, modified, suspended or discontinued at any time.

The Company repurchased 31.5 million of its common shares for $526.1 million, 13.3 million of its common shares for $183.1 million, and 19.7 million of its common shares for $260.9 million in cash during fiscal 2018, 2017 and 2016, respectively. The repurchased shares were retired immediately after the repurchases were completed. The Company records all repurchases, as well as investment purchases and sales, based on their trade date. As of February 3, 2018, a total of 286.4 million shares have been repurchased to date under the Company’s share repurchase program for a total $3.8 billion in cash and there was $358.0 million remaining available for future share repurchases.

A summary of the stock repurchase activity under the stock repurchase program, reported based on the trade date, is summarized as follows (in thousands, except per-share amounts):



	Shares Repurchased	Weighted- Average Price per Share		Amount Repurchased
Cumulative balance at January 31, 2015	221,901	$	12.65	$	2,806,543
Repurchase of common stock under the stock repurchase program (1)	19,700	$	13.24	260,875
Cumulative balance at January 30, 2016	241,602	$	12.70	3,067,418
Repurchase of common stock under the stock repurchase program (2)	13,303	$	13.76	183,064
Cumulative balance at January 28, 2017	254,904	$	12.75	3,250,481
Repurchase of common stock under the stock repurchase program (3)	31,460	$	16.72	526,075
Cumulative balance at February 3, 2018	286,365	$	13.19	$	3,776,557

(1) There were no stock repurchases pending settlement as of January 30, 2016.

(2) Includes stock repurchases of $1.5 million, which were pending settlement as of January 28, 2017.

(3) There were no stock repurchases pending settlement as of February 3, 2018.