Berkshire Hathaway 2014 Annual Report Download - page 79

Notes to Consolidated Financial Statements (Continued)
(19) Common stock
Changes in Berkshire’s issued, treasury and outstanding common stock during the three years ending December 31, 2014
are shown in the table below.
Class A, $5 Par Value
(1,650,000 shares authorized)
Class B, $0.0033 Par Value
(3,225,000,000 shares authorized)
Issued Treasury Outstanding Issued Treasury Outstanding
Balance at December 31, 2011 ............. 938,342 (98) 938,244 1,069,645,361 (801,985) 1,068,843,376
Conversions of Class A common stock to
Class B common stock and exercises of
replacement stock options issued in a
business acquisition .................... (33,814) — (33,814) 53,748,595 — 53,748,595
Treasury shares acquired .................. — (9,475) (9,475) — (606,499) (606,499)
Balance at December 31, 2012 ............. 904,528 (9,573) 894,955 1,123,393,956 (1,408,484) 1,121,985,472
Conversions of Class A common stock to
Class B common stock and exercises of
replacement stock options issued in a
business acquisition .................... (35,912) — (35,912) 55,381,136 — 55,381,136
Balance at December 31, 2013 ............. 868,616 (9,573) 859,043 1,178,775,092 (1,408,484) 1,177,366,608
Conversions of Class A common stock to
Class B common stock and exercises of
replacement stock options issued in a
business acquisition .................... (30,597) — (30,597) 47,490,158 — 47,490,158
Treasury shares acquired .................. — (2,107) (2,107) — (1,278) (1,278)
Balance at December 31, 2014 ............. 838,019 (11,680) 826,339 1,226,265,250 (1,409,762) 1,224,855,488
Each Class A common share is entitled to one vote per share. Class B common stock possesses dividend and distribution
rights equal to one-fifteen-hundredth (1/1,500) of such rights of Class A common stock. Each Class B common share possesses
voting rights equivalent to one-ten-thousandth (1/10,000) of the voting rights of a Class A share. Unless otherwise required
under Delaware General Corporation Law, Class A and Class B common shares vote as a single class. Each share of Class A
common stock is convertible, at the option of the holder, into 1,500 shares of Class B common stock. Class B common stock is
not convertible into Class A common stock. On an equivalent Class A common stock basis, there were 1,642,909 shares
outstanding as of December 31, 2014 and 1,643,954 shares outstanding as of December 31, 2013. In addition to our common
stock, 1,000,000 shares of preferred stock are authorized, but none are issued and outstanding.
Berkshire’s Board of Directors (“Berkshire’s Board”) has approved a common stock repurchase program under which
Berkshire may repurchase its Class A and Class B shares at prices no higher than a 20% premium over the book value of the
shares. Berkshire may repurchase shares in the open market or through privately negotiated transactions. Berkshire’s Board
authorization does not specify a maximum number of shares to be repurchased. However, repurchases will not be made if they
would reduce Berkshire’s consolidated cash and cash equivalent holdings below $20 billion. The repurchase program does not
obligate Berkshire to repurchase any dollar amount or number of Class A or Class B shares and there is no expiration date to the
program. There were no share repurchases under the program in 2014. However, on June 30, 2014, we exchanged
approximately 1.62 million shares of GHC common stock for WPLG, whose assets included 2,107 shares of Berkshire
Hathaway Class A Common Stock and 1,278 shares of Class B Common Stock. The Berkshire shares are reflected as treasury
stock in our Consolidated Financial Statements.
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