Dow Chemical 2015 Annual Report Download - page 37

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The Dow Chemical Company and Subsidiaries
PART II, Item 5. Market for Registrant’s Common Equity,
Related Stockholder Matters and Issuer Purchases of Equity Securities.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES
The principal market for the Company’s common stock is the New York Stock Exchange, traded under the symbol “DOW.”
Quarterly market and dividend information can be found in Quarterly Statistics at the end of Part II, Item 8. Financial
Statements and Supplementary Data.
At December 31, 2015, there were 61,001 registered common stockholders. The Company estimates that there were an
additional 682,435 stockholders whose shares were held in nominee names at December 31, 2015. At January 31, 2016, there
were 60,390 registered common stockholders.
On October 21, 2015, the Board of Directors declared a quarterly dividend of $0.46 per share, payable January 29, 2016, to
stockholders of record on December 31, 2015. On February 11, 2016, the Board of Directors announced the declaration of a
quarterly dividend of $0.46 per share, payable April 29, 2016, to stockholders of record on March 31, 2016. Since 1912, the
Company has maintained or increased the amount of the quarterly dividend, adjusted for stock splits, with the exception of
February 12, 2009. During this 104-year period, Dow has increased the amount of the quarterly dividend 52 times
(approximately 13 percent of the time), reduced the dividend once and maintained the amount of the quarterly dividend
approximately 87 percent of the time.
See Part III, Item 11. Executive Compensation for information relating to the Company’s equity compensation plans.
Issuer Purchases of Equity Securities
The following table provides information regarding purchases of the Company’s common stock by the Company during the
three months ended December 31, 2015:
Issuer Purchases of Equity Securities
Average price paid
per share
Total number of
shares purchased as
part of the
Company's publicly
announced share
repurchase
program (1)
Approximate dollar
value of shares that
may yet be purchased
under the Company's
publicly announced
share repurchase
program (1)
(In millions)
Period
Total number of
shares purchased
October 2015 (2) 35,098,198 $ 44.81 35,098,198 $ 2,927
November 2015 9,630,236 $ 51.93 9,630,236 $ 2,427
December 2015 2,195,537 $ 52.63 2,195,537 $ 2,312
Fourth quarter 2015 46,923,971 $ 46.63 46,923,971 $ 2,312
(1) On February 13, 2013, the Board of Directors approved a share buy-back program, authorizing up to $1.5 billion to be spent on the
repurchase of the Company’s common stock. On January 29, 2014, the Board of Directors announced an expansion of the
Company's share buy-back authorization, authorizing an additional amount not to exceed $3 billion to be spent on the repurchase of
the Company's common stock over a period of time. On November 12, 2014, the Board of Directors announced a new $5 billion
tranche to its share buy-back program. As a result of these actions, the total authorized amount of the share repurchase program is
$9.5 billion.
(2) On October 5, 2015, (i) the Company completed the transfer of its U.S. Gulf Coast Chlor-Alkali and Vinyl, Global Chlorinated
Organics and Global Epoxy businesses ("chlorine value chain") into a new company ("Splitco"), (ii) participating Dow shareholders
tendered, and the Company accepted, Dow shares for Splitco shares in a public exchange offer, and (iii) Splitco merged with a
wholly owned subsidiary of Olin Corporation in a tax-efficient Reverse Morris Trust transaction (collectively, the "Transaction").
Dow shareholders who participated in the public exchange offer tendered 34.1 million shares of Dow common stock in exchange
for 100 million shares of Splitco. As a result of this non-cash share exchange offer, the Company included the 34.1 million tendered
shares as part of the share repurchase program and recorded an increase of $1,523 million in “Treasury stock at cost” in the
consolidated balance sheets, which was valued based on Dow’s opening stock price on October 5, 2015. See Note 6 to the
Consolidated Financial Statements for additional information on this Transaction.