Financial Data and Key Metrics Changes - The company reported a disappointing fourth quarter with sales declining 2% year-over-year, below expectations for flat to slightly positive sales [6][22] - Full year revenue growth was 5% in 2023, following two years of double-digit increases, with a backlog near historical high levels [11][12] - Adjusted EBITDA decreased by 15% year-over-year, primarily due to lower sales and gross margin, as well as higher SG&A expenses [26][34] - Free cash flow generation totaled $444 million in 2023, below the expected range of $500 million to $700 million [55] Business Line Data and Key Metrics Changes - In the EES segment, fourth quarter organic sales were down approximately 4% year-over-year, with construction down high single digits and industrial sales up mid-single digits [43][45] - CSS segment sales were up 2% on a reported basis but down 1% organically, with data center sales driving growth [46][50] - UBS sales were down 2% in the quarter, with utility sales up low single digits and broadband sales down over 30% [51][54] Market Data and Key Metrics Changes - The company experienced customer destocking in shorter-cycle businesses, leading to a step-down in demand in the fourth quarter [22][28] - Preliminary sales per workday in January 2024 were down approximately 5% from the prior year, reflecting continued weakness in broadband and construction [28] Company Strategy and Development Direction - The company is narrowing its target leverage range to 1.5 to 2.5 times net debt to EBITDA, a reduction from the previous range of 2.0 to 3.5 times [15][57] - The company plans to increase its dividend by 10% in 2024 and continue its share repurchase program [17][59] - The digital transformation initiative is expected to enhance the company's capabilities and support long-term growth trends [14][21] Management Comments on Operating Environment and Future Outlook - Management acknowledged the uncertain economic backdrop due to the election cycle, easing inflation, and geopolitical issues but remains optimistic about long-term growth opportunities [13][14] - The company expects total revenue growth in 2024 to be between 1% to 4%, with organic sales flat to up 3% [67] Other Important Information - The integration of Anixter has transformed the company, leading to a significant increase in sales and adjusted EBITDA since the acquisition [18][19] - The company is focused on reducing working capital days and improving free cash flow in 2024 [72] Q&A Session Summary Question: Changes in customer behavior and stock and flow business - Management noted a shift in customer behavior with inventory management impacting stock and flow sales, particularly in the utility and broadband sectors [76][78] Question: Impacts of normalization on pricing and order patterns - Management indicated that pricing is normalizing to pre-COVID levels, with expectations for typical order patterns to return in 2024 [80][82] Question: Organizational issues and cash flow performance - Management acknowledged the disappointing cash flow performance, attributing it to a decline in accounts payable driven by lower stock and flow business [84][86] Question: Inventory days compared to peers - Management explained that higher inventory days are due to a greater percentage of project-related business, which involves longer lead times [90] Question: Rationale behind lowering the target debt range - Management expressed confidence in the company's cash generation capabilities and recognized investor feedback for a lower leverage ratio [92] Question: Uses of cash going forward - Management outlined plans for opportunistic share repurchases and emphasized maintaining sufficient cash on the balance sheet for operations [94][96]

PART I—FINANCIAL INFORMATION [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements.) This section presents the unaudited Condensed Consolidated Financial Statements for WESCO International, Inc. as of September 30, 2023, and for the three and nine-month periods then ended, including Balance Sheets, Statements of Income and Comprehensive Income, Statements of Cash Flows, Statements of Stockholders' Equity, and accompanying notes [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets increased to **$15.17 billion** as of September 30, 2023, from **$14.81 billion** at year-end 2022, driven by increases in cash and cash equivalents and inventories, while total liabilities slightly decreased to **$10.29 billion**, leading to an increase in total stockholders' equity to **$4.88 billion** Condensed Consolidated Balance Sheet Highlights (in millions) | Account | Sep 30, 2023 | Dec 31, 2022 | | :--- | :--- | :--- | | **Total current assets** | $8,611.4 | $8,330.5 | | **Total assets** | **$15,168.6** | **$14,811.7** | | **Total current liabilities** | $3,653.6 | $3,817.3 | | **Total liabilities** | **$10,286.1** | **$10,362.1** | | **Total stockholders' equity** | $4,882.5 | $4,449.6 | [Condensed Consolidated Statements of Income and Comprehensive Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income%20and%20Comprehensive%20Income) For Q3 2023, net sales grew to **$5.64 billion** from **$5.45 billion** year-over-year, but net income attributable to common stockholders slightly decreased to **$219.0 million** from **$225.2 million**, while for the nine-month period, net sales increased to **$16.91 billion** from **$15.86 billion**, and net income attributable to common stockholders decreased to **$580.5 million** from **$598.5 million** Income Statement Highlights (in millions, except per share data) | Metric | Q3 2023 | Q3 2022 | YTD 2023 | YTD 2022 | | :--- | :--- | :--- | :--- | :--- | | Net sales | $5,644.4 | $5,445.9 | $16,911.8 | $15,861.6 | | Income from operations | $380.5 | $401.6 | $1,090.7 | $1,056.3 | | Net income attributable to common stockholders | $219.0 | $225.2 | $580.5 | $598.5 | | Diluted EPS | $4.20 | $4.30 | $11.08 | $11.42 | [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended September 30, 2023, the company generated **$423.9 million** in cash from operating activities, a significant improvement from a **$410.6 million** use of cash in the same period of 2022, primarily due to better working capital management, with net cash used in financing activities totaling **$253.4 million** driven by debt repayments, dividends, and share repurchases Cash Flow Summary for Nine Months Ended Sep 30 (in millions) | Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $423.9 | $(410.6) | | Net cash used in investing activities | $(61.2) | $(57.2) | | Net cash (used in) provided by financing activities | $(253.4) | $477.2 | | **Net change in cash and cash equivalents** | **$104.1** | **$21.5** | [Notes to Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes provide detailed disclosure on accounting policies, revenue disaggregation, acquisitions, goodwill, debt, stock-based compensation, and segment performance, highlighting the integration of the Rahi Systems acquisition, revenue growth in the CSS and UBS segments, and a lower effective tax rate due to discrete benefits - The company operates through three strategic business units: Electrical & Electronic Solutions (EES), Communications & Security Solutions (CSS), and Utility & Broadband Solutions (UBS)[28](index=28&type=chunk) - On November 1, 2022, the company acquired Rahi Systems Holdings, Inc., a provider of global hyperscale data center solutions, which contributed **$131.1 million** and **$417.6 million** of net sales for the three and nine months ended September 30, 2023, respectively[44](index=44&type=chunk)[47](index=47&type=chunk) - During Q3 2023, the company repurchased 325,449 shares of its common stock for **$50.5 million** under its **$1 billion** share repurchase authorization[61](index=61&type=chunk) Net Sales by Segment (in millions) | Segment | Q3 2023 | Q3 2022 | YTD 2023 | YTD 2022 | | :--- | :--- | :--- | :--- | :--- | | Electrical & Electronic Solutions | $2,190.7 | $2,234.8 | $6,526.1 | $6,654.9 | | Communications & Security Solutions | $1,778.0 | $1,602.4 | $5,360.9 | $4,638.6 | | Utility & Broadband Solutions | $1,675.7 | $1,608.7 | $5,024.8 | $4,568.1 | | **Total** | **$5,644.4** | **$5,445.9** | **$16,911.8** | **$15,861.6** | [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=23&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Management discusses the financial results for the third quarter and first nine months of 2023, highlighting single-digit sales growth driven by price inflation, secular trends, and the Rahi Systems acquisition, alongside margin performance, integration synergies, digital transformation initiatives, segment-level performance, liquidity, capital resources, and cash flow analysis [Company Overview](index=26&type=section&id=Company%20Overview) Wesco is a leading global provider of business-to-business distribution, logistics, and supply chain solutions, employing approximately 20,000 people, serving 150,000 customers, and operating through three segments: Electrical & Electronic Solutions (EES), Communications & Security Solutions (CSS), and Utility & Broadband Solutions (UBS) - Wesco operates approximately 800 branches, warehouses, and sales offices in over 50 countries[94](index=94&type=chunk) - The EES segment supplies electrical equipment, automation, lighting, and MRO products to construction, industrial, and OEM markets[96](index=96&type=chunk) - The CSS segment is a leader in network infrastructure and security markets, with offerings in safety and energy management[97](index=97&type=chunk) - The UBS segment provides products and services to utilities, public power companies, and broadband operators, and also includes Wesco's integrated supply business[98](index=98&type=chunk) [Results of Operations](index=29&type=section&id=Results%20of%20Operations) For Q3 2023, net sales increased **3.6%** to **$5.6 billion**, with organic sales up **2.8%**, and Adjusted EBITDA was **$457.0 million**; for the nine months, net sales grew **6.6%** to **$16.9 billion**, with organic sales up **5.3%**, driven by price realization and volume, particularly in the CSS and UBS segments, partially offset by higher SG&A expenses from wage inflation and digital transformation initiatives Q3 2023 vs Q3 2022 Net Sales Growth | Metric | Value | | :--- | :--- | | Reported Growth | 3.6% | | Acquisition Impact | 2.4% | | Workday Impact | (1.6%) | | **Organic Sales Growth** | **2.8%** | YTD 2023 vs YTD 2022 Net Sales Growth | Metric | Value | | :--- | :--- | | Reported Growth | 6.6% | | Acquisition Impact | 2.6% | | Foreign Exchange Impact | (0.8%) | | Workday Impact | (0.5%) | | **Organic Sales Growth** | **5.3%** | - SG&A expenses for the first nine months of 2023 increased by **$194.7 million** year-over-year, driven by higher salaries from wage inflation and the Rahi Systems acquisition, increased sales commissions, and costs for digital transformation initiatives[142](index=142&type=chunk)[143](index=143&type=chunk)[144](index=144&type=chunk) - Net interest expense increased **41.1%** to **$292.3 million** for the first nine months of 2023, reflecting higher borrowings and an increase in variable interest rates[147](index=147&type=chunk) [Segment Results](index=31&type=section&id=Segment%20Results) In Q3 2023, CSS led growth with an **11.0%** increase in net sales, driven by the Rahi acquisition and **4.1%** organic growth, while UBS grew **4.2%** (**5.8%** organic) on strong utility market demand, and EES sales declined **2.0%** (**0.2%** organic decline) due to downturns in construction and manufactured structures, with Adjusted EBITDA margins of **8.7%** for EES, **9.9%** for CSS, and **11.7%** for UBS Q3 2023 Segment Performance | Segment | Net Sales (in millions) | YoY Change | Organic Sales Growth | Adjusted EBITDA (in millions) | Adjusted EBITDA Margin | | :--- | :--- | :--- | :--- | :--- | :--- | | EES | $2,190.7 | (2.0%) | (0.2%) | $191.5 | 8.7% | | CSS | $1,778.0 | 11.0% | 4.1% | $175.5 | 9.9% | | UBS | $1,675.7 | 4.2% | 5.8% | $196.4 | 11.7% | YTD 2023 Segment Performance | Segment | Net Sales (in millions) | YoY Change | Organic Sales Growth | Adjusted EBITDA (in millions) | Adjusted EBITDA Margin | | :--- | :--- | :--- | :--- | :--- | :--- | | EES | $6,526.1 | (1.9%) | (0.5%) | $563.5 | 8.6% | | CSS | $5,360.9 | 15.6% | 7.9% | $510.5 | 9.5% | | UBS | $5,024.8 | 10.0% | 10.9% | $572.7 | 11.4% | [Liquidity and Capital Resources](index=39&type=section&id=Liquidity%20and%20Capital%20Resources) As of September 30, 2023, the company had total liquidity of **$1.1 billion**, including cash and available borrowings, with the financial leverage ratio improving to **2.7x** from **2.9x** at year-end 2022, and operating cash flow for the first nine months was a strong inflow of **$423.9 million**, with capital allocation priorities focused on debt reduction, digital transformation, and returning capital to shareholders - Total liquidity as of September 30, 2023, was **$1,102.7 million**, consisting of **$366.4 million** in cash and over **$736 million** in available borrowing capacity[167](index=167&type=chunk) - The financial leverage ratio (Total debt, net of cash / Adjusted EBITDA) decreased to **2.7x** as of September 30, 2023, compared to **2.9x** as of December 31, 2022[173](index=173&type=chunk)[175](index=175&type=chunk) - Capital allocation priorities include debt reduction, digital transformation initiatives, dividends, and share repurchases[170](index=170&type=chunk) - Net cash from operating activities was a **$423.9 million** inflow for the first nine months of 2023, a significant turnaround from the **$410.6 million** outflow in the prior-year period, driven by improved working capital management[181](index=181&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=43&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) This section refers to the company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022, for a discussion of market risks, indicating no material changes since that filing - The company states there are no material changes to the market risks previously disclosed in its 2022 Annual Report on Form 10-K[194](index=194&type=chunk) [Controls and Procedures](index=43&type=section&id=Item%204.%20Controls%20and%20Procedures.) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and internal control over financial reporting, concluding that these controls were effective as of September 30, 2023, with no material changes to internal controls reported during the quarter - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures and internal control over financial reporting were effective as of the end of the period[195](index=195&type=chunk) - No changes in internal control over financial reporting occurred during the quarter that have materially affected, or are reasonably likely to materially affect, these controls[196](index=196&type=chunk) PART II—OTHER INFORMATION [Legal Proceedings](index=44&type=section&id=Item%201.%20Legal%20Proceedings.) The company is involved in various lawsuits and claims related to its business operations, but management does not believe the ultimate outcome of any pending matters will have a material adverse effect on the company's financial condition or liquidity - The company is subject to various lawsuits and claims from time to time, and management believes these are unlikely to have a material adverse effect on its financial condition or liquidity[198](index=198&type=chunk) [Risk Factors](index=44&type=section&id=Item%201A.%20Risk%20Factors.) This section states that there have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022 - There have been no material changes to the risk factors disclosed in the company's 2022 Annual Report on Form 10-K[199](index=199&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=44&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) During Q3 2023, the company purchased a total of 402,485 shares, including 325,449 shares repurchased as part of its publicly announced plan, with approximately **$938.9 million** remaining available for future repurchases under the authorized program as of the end of the quarter Issuer Purchases of Common Stock (Q3 2023) | Period | Total Shares Purchased | Average Price Paid Per Share | Shares Purchased as Part of Plan | Approx. Dollar Value Remaining Under Plan (in millions) | | :--- | :--- | :--- | :--- | :--- | | July 2023 | 76,415 | $178.46 | — | $988.9 | | August 2023 | 325,769 | $153.64 | 325,449 | $938.9 | | September 2023 | 301 | $143.82 | — | $938.9 | | **Total** | **402,485** | **$158.34** | **325,449** | | - The company's Board of Directors authorized a repurchase program of up to **$1 billion** of common and preferred stock on May 31, 2022, which has no expiration date[200](index=200&type=chunk) [Other Information](index=44&type=section&id=Item%205.%20Other%20Information.) This section reports that Glynis A. Bryan received approval from the Federal Energy Regulatory Commission and became a director of Wesco International and a member of its Audit Committee, effective October 16, 2023 - Glynis A. Bryan became a director and member of the Audit Committee effective October 16, 2023, after receiving approval from the Federal Energy Regulatory Commission[201](index=201&type=chunk) [Exhibits](index=44&type=section&id=Item%206.%20Exhibits.) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications pursuant to Sarbanes-Oxley Act Rules 13a-14(a) and Section 1350, and the Inline XBRL documents Signatures

WESCO International, Inc. (NYSE:WCC) Q3 2023 Earnings Conference Call November 2, 2023 10:00 AM ET Company Participants Scott Gaffner - SVP, IR John Engel - Chairman, President and CEO David Schulz - EVP and CFO Conference Call Participants Deane Dray - RBC Capital Markets Sam Darkatsh - Raymond James Nigel Coe - Wolfe Research David Manthey - Baird Katie Fleischer - KeyBanc Patrick Baumann - JPMorgan Operator Hello, and welcome to WESCO's Third Quarter Earnings Call. I would like to remind you that all lin ...

FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 For the transition period from to (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-14989 (412) 454-2200 WESCO International, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdicti ...

Financial Data and Key Metrics Changes - The company reported record second quarter sales, although they were below expectations due to a decline in the EES business [6][18] - Free cash flow generation was strong at $293 million, bringing the year-to-date total back to positive [10][62] - Financial leverage decreased to 2.8 times, the lowest level since the Anixter acquisition in June 2020 [11][47] - Adjusted diluted EPS for the quarter was $3.71, which is 11% below the prior year [23] Business Line Data and Key Metrics Changes - CSS and UBS businesses experienced strong growth, with CSS sales up 16% year-over-year and UBS sales up 10% [34][38] - EES organic sales were down 5% year-over-year, primarily due to supply chain rebalancing and weakness in commercial construction [28][54] - Gross margin remained stable at 21.6% year-over-year, with adjusted EBITDA flat compared to the prior year [22][27] Market Data and Key Metrics Changes - Project backlog was up 6% year-over-year, indicating strong future demand [21] - The company expects market volumes to be relatively flat year-over-year, with gains in CSS and UBS offset by declines in EES [52] - Broadband sales were down low double-digits as customers worked through inventory [39] Company Strategy and Development Direction - The company is focused on digital transformation and capturing additional market share [12] - A cost reduction initiative of $25 million annually was implemented to address current market conditions [13][57] - The company is increasing its sales synergy target from $1.8 billion to $2 billion, reflecting strong cross-sell execution [8][43] Management's Comments on Operating Environment and Future Outlook - Management noted that supply chain disruptions are correcting, with lead times returning to pre-pandemic levels [9] - The outlook for 2023 was revised, expecting organic sales growth of approximately 4% to 6% [52] - Management remains confident in the long-term growth potential of the EES business despite recent challenges [14][66] Other Important Information - The company highlighted a $120 million multiyear contract for an electric vehicle manufacturing facility as a significant project win [32] - The company expects to generate significant cash flow in the second half of the year, enabling continued investment in strategic objectives [62] Q&A Session Summary Question: Timing of the destocking process - Management indicated that destocking began in CSS last year and is now occurring in EES, with expectations for EES to return to growth in the second half of the year [64][66] Question: Demand side and commercial construction - Management clarified that the decline in commercial construction is related to destocking in the stock and flow business, not project delays [68] Question: Pricing expectations - Management expects positive pricing in the back half of the year but anticipates a step down compared to the first half [70][72] Question: Backlog composition - EES makes up about half of the total backlog, with ongoing supply chain issues affecting lead times for certain products [73][74] Question: Opportunities to pay down higher coupon debt - Management is exploring refinancing opportunities for higher coupon debt maturing in 2025 [88] Question: Margin mix for mega projects - Management noted that while mega projects may have lower gross margins, they also incur lower SG&A costs [89]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-14989 WESCO International, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorpor ...

PART I [Business](index=4&type=section&id=Item%201.%20Business) WESCO International, Inc. is a global B2B distribution, logistics, and supply chain solutions provider operating through EES, CSS, and UBS segments - Wesco is a leading B2B distribution and supply chain solutions provider with approximately **20,000 employees**, **50,000 suppliers**, and **150,000 customers** worldwide, operating from about **800 locations** in over **50 countries**[13](index=13&type=chunk)[14](index=14&type=chunk) Business Segments Overview | Segment | Description | Key Markets | | :--- | :--- | :--- | | **Electrical & Electronic Solutions (EES)** | Supplies electrical equipment, automation, security, lighting, wire, and MRO products | Construction, Industrial, Original Equipment Manufacturer (OEM) | | **Communications & Security Solutions (CSS)** | Provides network infrastructure (cabling, connectivity) and security solutions (video surveillance, access control) | Technology, Finance, Telecom, Government, Healthcare | | **Utility & Broadband Solutions (UBS)** | Offers products and services to utilities, public power companies, and broadband operators | Investor-owned utilities, Public power, Global service providers | - The company's business strategy is built on three core elements: extending its scale and value proposition, developing its organization and culture of excellence, and digitalizing and transforming the business[23](index=23&type=chunk)[24](index=24&type=chunk)[25](index=25&type=chunk) - In 2022, the company's **top ten customers** accounted for approximately **10% of sales**, with no single customer representing more than **2%**. The **ten largest suppliers** accounted for about **28% of purchases**, with no single supplier exceeding **5%**[28](index=28&type=chunk)[30](index=30&type=chunk) - Wesco has set specific environmental goals, including a **30% reduction** in absolute direct and certain indirect GHG emissions by **2030** (from a 2019 baseline) and a **15% reduction** in landfill waste intensity by **2030** (from a 2020 baseline)[64](index=64&type=chunk)[68](index=68&type=chunk) [Executive Officers](index=12&type=section&id=Executive%20Officers) The report lists nine executive officers as of February 21, 2023, led by John J. Engel, Chairman, President, and CEO Key Executive Officers | Name | Age | Position | | :--- | :--- | :--- | | John J. Engel | 61 | Chairman, President and Chief Executive Officer | | David S. Schulz | 57 | Executive Vice President and Chief Financial Officer | | James F. Cameron | 57 | Executive Vice President and General Manager, Utility and Broadband Solutions | | William C. Geary, II | 52 | Executive Vice President and General Manager, Communications and Security Solutions | | Nelson J. Squires III | 61 | Executive Vice President and General Manager, Electrical and Electronic Solutions | [Risk Factors](index=14&type=section&id=Item%201A.%20Risk%20Factors) Wesco faces material risks from macroeconomic factors, global operations, supply chain disruptions, IT failures, substantial debt, and regulatory compliance - The company's global operations, which generate approximately **26% of revenues** from outside the U.S., expose it to political, economic, legal, and currency risks[99](index=99&type=chunk) - The successful integration of Anixter, acquired in June 2020, is critical, with failure to realize anticipated benefits potentially resulting from loss of key employees, higher costs, or business disruption[110](index=110&type=chunk) - The business is vulnerable to supply chain challenges, including product shortages, transportation constraints, and price inflation, which could decrease sales and profit margins[125](index=125&type=chunk)[126](index=126&type=chunk)[127](index=127&type=chunk) - Significant reliance on information technology exposes the company to risks of system failures and cyber-attacks, which could disrupt operations, lead to data theft, and result in significant costs[116](index=116&type=chunk)[118](index=118&type=chunk) - As of December 31, 2022, the company had **$5.5 billion** of consolidated indebtedness, requiring substantial cash flow for debt service and including restrictive covenants that may limit operational flexibility[148](index=148&type=chunk)[154](index=154&type=chunk) [Properties](index=23&type=section&id=Item%202.%20Properties) Wesco operates approximately 800 global locations, mostly leased, including 49 regional distribution centers, with its Pittsburgh headquarters also leased - The company operates a network of approximately **800 locations**, with about **650** being branches and warehouses and **150** being sales offices[159](index=159&type=chunk) - The majority of facilities are leased, with only about **7%** being owned by the company[159](index=159&type=chunk) [Legal Proceedings](index=23&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in various lawsuits and claims, but management does not expect a material adverse effect on financial condition or liquidity - The company is subject to various lawsuits and claims from time to time but does not expect any pending matters to have a material adverse effect on its financial condition or liquidity[161](index=161&type=chunk) PART II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=24&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Wesco's common stock trades on NYSE, initiating quarterly dividends in Q1 2023 and authorized a $1 billion share repurchase program - The company expects to begin paying a quarterly cash dividend on its common stock starting in the **first quarter of 2023**, a change from its historical policy of not paying dividends[166](index=166&type=chunk) - On May 31, 2022, the Board of Directors authorized a new share repurchase program for up to **$1 billion** of the company's common and Series A Preferred Stock[167](index=167&type=chunk) Issuer Purchases of Equity Securities (Q4 2022) | Period | Total Shares Purchased | Average Price Paid Per Share | Shares Purchased Under Program | Approx. Value Remaining Under Program (in millions) | | :--- | :--- | :--- | :--- | :--- | | Oct 2022 | 4,089 | $123.68 | — | $1,000.0 | | Nov 2022 | 88,661 | $126.50 | 87,502 | $988.9 | | Dec 2022 | 1,258 | $125.10 | — | $988.9 | | **Total** | **94,008** | **$126.36** | **87,502** | **$988.9** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=26&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Wesco's FY2022 net sales grew **17.6% to $21.4 billion**, adjusted EPS rose **64.5%**, but operating cash flow was significantly lower due to working capital investments [Overall Financial Performance](index=26&type=section&id=Overall%20Financial%20Performance) For FY2022, Wesco's net sales increased **17.6% to $21.4 billion**, income from operations rose to **$1.4 billion**, and adjusted EPS grew **64.5% to $16.42** Key Financial Highlights (2022 vs. 2021) | Metric | 2022 | 2021 | Change | | :--- | :--- | :--- | :--- | | Net Sales | $21.4 billion | $18.2 billion | +17.6% | | Income from Operations | $1.4 billion | $0.8 billion | +75.0% | | Earnings per Diluted Share | $15.33 | $7.84 | +95.5% | | Adjusted EPS | $16.42 | $9.98 | +64.5% | - Gross margin improved by **100 basis points** year-over-year, with cost of goods sold as a percentage of net sales decreasing to **78.2%** in 2022 from **79.2%** in 2021, driven by value-based pricing, inflation pass-through, and higher supplier rebates[180](index=180&type=chunk)[181](index=181&type=chunk) [Results of Operations](index=30&type=section&id=Results%20of%20Operations) In 2022, net sales grew **17.6% to $21.4 billion** with **18.2% organic growth** across all segments, and income from operations increased **79.3% to $1.4 billion** Net Sales and Organic Growth by Segment (2022 vs. 2021) | Segment | 2022 Net Sales (in billions) | Reported Growth | Organic Growth | | :--- | :--- | :--- | :--- | | EES | $8.8 | 15.8% | 17.3% | | CSS | $6.4 | 12.0% | 11.5% | | UBS | $6.2 | 26.9% | 27.2% | | **Total** | **$21.4** | **17.6%** | **18.2%** | - In 2022, price inflation favorably impacted net sales by approximately **8%**[208](index=208&type=chunk) - SG&A expenses as a percentage of net sales decreased from **15.3%** in 2021 to **14.2%** in 2022, reflecting operating leverage and synergy realization despite higher payroll and volume-related costs[214](index=214&type=chunk) Reconciliation of EPS to Adjusted EPS (2022 vs. 2021) | Per Share Data | 2022 | 2021 | | :--- | :--- | :--- | | Diluted EPS | $15.33 | $7.84 | | Adjusted EPS | $16.42 | $9.98 | [Liquidity and Capital Resources](index=42&type=section&id=Liquidity%20and%20Capital%20Resources) As of December 31, 2022, Wesco had **$1.0 billion** in liquidity, improved its leverage ratio to **2.9**, but operating cash flow significantly decreased to **$11.0 million** due to working capital investments - Total liquidity was **$1.0 billion** as of December 31, 2022, comprising cash and available borrowing capacity under its credit facilities[260](index=260&type=chunk) - The financial leverage ratio improved to **2.9** as of December 31, 2022, down from **3.9** as of December 31, 2021[264](index=264&type=chunk)[266](index=266&type=chunk) - Operating cash flow was **$11.0 million** in 2022, significantly lower than 2021, primarily due to an **$817.0 million** increase in inventories and a **$690.6 million** increase in trade accounts receivable to support sales growth[273](index=273&type=chunk) Material Cash Requirements from Contractual Obligations (as of Dec 31, 2022) | Obligation (in millions) | 2023 | 2024-2025 | 2026-2027 | Thereafter | Total | | :--- | :--- | :--- | :--- | :--- | :--- | | Debt | $70.5 | $3,049.6 | $1,028.5 | $1,325.6 | $5,474.2 | | Interest on Indebtedness | $339.0 | $563.1 | $256.5 | $48.0 | $1,206.6 | | Operating Leases | $158.6 | $244.3 | $156.3 | $170.9 | $730.1 | | **Total** | **$580.1** | **$3,897.2** | **$1,454.9** | **$1,544.5** | **$7,476.7** | [Quantitative and Qualitative Disclosures About Market Risk](index=46&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Wesco faces market risks from foreign currency fluctuations, mitigated by forward contracts, and interest rate changes on its variable-rate debt, with **53%** of debt fixed-rate - Foreign currency risk exists as approximately **26% of 2022 sales** were from foreign subsidiaries, and the company uses foreign currency forward contracts to mitigate this exposure[286](index=286&type=chunk) - As of December 31, 2022, approximately **53%** of the company's debt portfolio was fixed-rate, and a hypothetical **100 basis point** change in interest rates would impact annual interest expense on its variable-rate debt by **$25.7 million**[288](index=288&type=chunk)[289](index=289&type=chunk) [Financial Statements and Supplementary Data](index=47&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents Wesco's audited consolidated financial statements for FY2022 and prior two years, including balance sheets, income statements, cash flows, and detailed notes [Notes to Consolidated Financial Statements](index=55&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes provide detailed disclosures on Wesco's accounting policies, revenue recognition, acquisitions, debt structure, employee benefits, and segment reporting Net Sales by Geography (in millions) | Region | 2022 | 2021 | 2020 | | :--- | :--- | :--- | :--- | | United States | $15,857.3 | $13,157.9 | $9,110.5 | | Canada | $3,021.4 | $2,747.2 | $1,892.3 | | Other International | $2,541.4 | $2,312.5 | $1,323.2 | | **Total** | **$21,420.1** | **$18,217.5** | **$12,326.0** | - On November 1, 2022, Wesco acquired Rahi Systems for a total purchase consideration of **$255.4 million**, intended to strengthen its data center solution offerings[382](index=382&type=chunk)[383](index=383&type=chunk) Outstanding Indebtedness (as of Dec 31, 2022, in millions) | Instrument | Amount | | :--- | :--- | | Accounts Receivable Securitization Facility | $1,535.0 | | Revolving Credit Facility | $1,023.6 | | 7.125% Senior Notes due 2025 | $1,500.0 | | 7.250% Senior Notes due 2028 | $1,318.2 | | Other | $89.5 | | **Total Debt** | **$5,466.3** | - In Q4 2021, the company amended several pension plans, resulting in a curtailment gain of **$36.6 million**, and in Q4 2022, the Anixter Inc. Pension Plan was terminated[505](index=505&type=chunk)[506](index=506&type=chunk) [Controls and Procedures](index=97&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that Wesco's disclosure controls and internal control over financial reporting were effective as of December 31, 2022, excluding the recently acquired Rahi Systems - Management concluded that the company's disclosure controls and procedures, as well as its internal control over financial reporting, were effective as of December 31, 2022[575](index=575&type=chunk)[576](index=576&type=chunk) - The assessment of internal control over financial reporting excluded Rahi Systems, which was acquired on November 1, 2022[577](index=577&type=chunk) PART III [Directors, Executive Officers and Corporate Governance](index=98&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) This section incorporates by reference information on directors, executive officers, corporate governance, and audit committee from the 2023 Proxy Statement, and details adopted codes of conduct - Information regarding directors, executive officers, corporate governance, and the audit committee is incorporated by reference from the 2023 Annual Meeting Proxy Statement[584](index=584&type=chunk)[588](index=588&type=chunk) - The company has adopted a Code of Business Conduct and a Code of Principles for Senior Financial Executives, which are available on its website[585](index=585&type=chunk)[586](index=586&type=chunk) [Executive Compensation](index=98&type=section&id=Item%2011.%20Executive%20Compensation) This section incorporates by reference executive and director compensation details from the 2023 Proxy Statement - Details on executive and director compensation are incorporated by reference from the 2023 Proxy Statement[589](index=589&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=98&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) This section incorporates security ownership information from the 2023 Proxy Statement and details equity compensation plan authorizations Equity Compensation Plan Information (as of Dec 31, 2022) | Plan Category | Securities to be issued upon exercise | Weighted-average exercise price | Securities remaining for future issuance | | :--- | :--- | :--- | :--- | | Approved by security holders | 2,445,024 | $36.01 | 1,992,652 | | Not approved by security holders | — | — | — | | **Total** | **2,445,024** | **$36.01** | **1,992,652** | [Certain Relationships and Related Transactions, and Director Independence](index=98&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) This section incorporates by reference information on related party transactions and director independence from the 2023 Proxy Statement - Information on related party transactions and director independence is incorporated by reference from the 2023 Proxy Statement[591](index=591&type=chunk) [Principal Accountant Fees and Services](index=98&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) This section incorporates by reference details on principal accountant fees and services from the 2023 Proxy Statement - Details on principal accountant fees and services are incorporated by reference from the 2023 Proxy Statement[592](index=592&type=chunk) PART IV [Exhibits and Financial Statement Schedule](index=99&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedule) This section lists all financial statements, schedules, and exhibits filed or incorporated by reference as part of the annual report, including key agreements - This section provides a comprehensive list of all financial statements, schedules, and exhibits included in or incorporated by reference into the Form 10-K[595](index=595&type=chunk)

WESCO International, Inc. (NYSE:WCC) Q4 2022 Earnings Conference Call February 14, 2023 10:00 AM ET Company Participants Scott Gaffner - Senior Vice President, Investor Relations John Engel - Chairman, President and CEO Dave Schulz - Executive Vice President and CFO Conference Call Participants Deane Dray - RBC Capital Markets Sam Darkatsh - Raymond James Nigel Coe - Wolfe Research David Manthey - Baird Ken Newman - KeyBanc Capital Markets Christopher Glynn - Oppenheimer Chris Dankert - Loop Capital Operato ...

NYSE: WCC Fourth Quarter 2022 Webcast Presentation February 14, 2023 Forward-Looking Statements All statements made herein that are not historical facts should be considered as forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially. These statements include, but are not limited to, statements regarding the expected benefits and co ...

[PART I—FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%E2%80%94FINANCIAL%20INFORMATION) [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements.) Presents unaudited Condensed Consolidated Financial Statements for the nine months ended September 30, 2022, with key financial statements and notes Condensed Consolidated Balance Sheet Highlights (unaudited) | Account | Sep 30, 2022 ($ thousands) | Dec 31, 2021 ($ thousands) | | :--- | :--- | :--- | | **Total current assets** | 7,897,087 | 6,350,111 | | **Total assets** | **14,080,564** | **12,617,699** | | **Total current liabilities** | 3,567,572 | 3,049,808 | | **Total liabilities** | 9,888,618 | 8,841,488 | | **Total stockholders' equity** | **4,191,946** | **3,776,211** | Condensed Consolidated Statements of Income Highlights (unaudited) | Metric | Q3 2022 ($ thousands) | Q3 2021 ($ thousands) | Nine Months 2022 ($ thousands) | Nine Months 2021 ($ thousands) | | :--- | :--- | :--- | :--- | :--- | | **Net sales** | 5,445,916 | 4,728,325 | 15,861,622 | 13,365,592 | | **Income from operations** | 401,592 | 229,466 | 1,056,330 | 581,589 | | **Net income** | 240,210 | 120,196 | 642,990 | 298,634 | | **Diluted EPS** | $4.30 | $2.02 | $11.42 | $4.91 | Condensed Consolidated Statements of Cash Flows Highlights (unaudited) | Activity | Nine Months 2022 ($ thousands) | Nine Months 2021 ($ thousands) | | :--- | :--- | :--- | | Net cash (used in) provided by operating activities | (410,621) | 172,670 | | Net cash (used in) provided by investing activities | (57,207) | 36,606 | | Net cash provided by (used in) financing activities | 477,251 | (410,204) | | **Net change in cash and cash equivalents** | **21,500** | **(197,336)** | [Note 3. Revenue](index=14&type=section&id=Note%203.%20Revenue) Revenue disaggregated by strategic business units (EES, CSS, UBS) and geography, showing significant year-over-year growth Net Sales by Segment (In thousands) | Segment | Q3 2022 | Q3 2021 | Nine Months 2022 | Nine Months 2021 | | :--- | :--- | :--- | :--- | :--- | | Electrical & Electronic Solutions | $2,234,771 | $1,982,485 | $6,654,883 | $5,626,309 | | Communications & Security Solutions | $1,602,459 | $1,488,689 | $4,638,631 | $4,200,424 | | Utility & Broadband Solutions | $1,608,686 | $1,257,151 | $4,568,108 | $3,538,859 | | **Total** | **$5,445,916** | **$4,728,325** | **$15,861,622** | **$13,365,592** | Net Sales by Geography (In thousands) | Geography | Q3 2022 | Q3 2021 | Nine Months 2022 | Nine Months 2021 | | :--- | :--- | :--- | :--- | :--- | | United States | $4,050,924 | $3,407,437 | $11,745,090 | $9,656,183 | | Canada | $765,281 | $709,507 | $2,288,146 | $2,020,395 | | Other International | $629,711 | $611,381 | $1,828,386 | $1,689,014 | | **Total** | **$5,445,916** | **$4,728,325** | **$15,861,622** | **$13,365,592** | [Note 7. Debt](index=20&type=section&id=Note%207.%20Debt) Total debt increased to **$5.32 billion** as of September 30, 2022, with credit facilities amended Outstanding Indebtedness (In thousands) | Debt Instrument | Sep 30, 2022 | Dec 31, 2021 | | :--- | :--- | :--- | | Accounts Receivable Securitization Facility | $1,525,000 | $1,270,000 | | Revolving Credit Facility | $883,097 | $596,959 | | 7.125% Senior Notes due 2025 | $1,500,000 | $1,500,000 | | 7.250% Senior Notes due 2028 | $1,317,845 | $1,316,912 | | **Total debt** | **$5,315,282** | **$4,772,597** | - In March and August 2022, the company amended its **Receivables Facility** and **Revolving Credit Facility** to increase purchase limits and revolving commitments, extend maturity dates, and replace **LIBOR** with **SOFR**-based interest rate options[53](index=53&type=chunk)[54](index=54&type=chunk)[57](index=57&type=chunk) [Note 12. Business Segments](index=25&type=section&id=Note%2012.%20Business%20Segments) All segments reported substantial year-over-year growth in net sales and Adjusted EBITDA, with expanding Adjusted EBITDA margins Segment Performance - Nine Months Ended Sep 30, 2022 vs 2021 (In thousands) | Segment | Net Sales 2022 | Net Sales 2021 | Adjusted EBITDA 2022 | Adjusted EBITDA 2021 | | :--- | :--- | :--- | :--- | :--- | | EES | $6,654,883 | $5,626,309 | $653,630 | $453,894 | | CSS | $4,638,631 | $4,200,424 | $429,452 | $355,521 | | UBS | $4,568,108 | $3,538,859 | $491,652 | $299,030 | | **Total** | **$15,861,622** | **$13,365,592** | **$1,274,478** | **$856,054** | Segment Adjusted EBITDA Margin % | Segment | Q3 2022 | Q3 2021 | Nine Months 2022 | Nine Months 2021 | | :--- | :--- | :--- | :--- | :--- | | EES | 10.1% | 8.8% | 9.8% | 8.1% | | CSS | 9.8% | 9.0% | 9.3% | 8.5% | | UBS | 11.6% | 9.1% | 10.8% | 8.4% | | **Total** | **8.6%** | **7.0%** | **8.0%** | **6.4%** | [Note 13. Subsequent Events](index=28&type=section&id=Note%2013.%20Subsequent%20Events) Post-quarter, the company plans to terminate a pension plan, increased credit facility capacity, and acquired Rahi Systems for **$217 million** - On November 1, 2022, Wesco acquired **Rahi Systems Holdings, Inc.**, a global hyperscale data center solutions provider, for **$217 million**, funded with cash and borrowings[94](index=94&type=chunk) - On October 31, 2022, the company amended its **Receivables Facility** and **Revolving Credit Facility** to increase their respective borrowing capacities to **$1.625 billion** and **$1.725 billion**[93](index=93&type=chunk) - The company intends to terminate the **Anixter Inc. Pension Plan** effective December 31, 2022, and anticipates that plan assets are sufficient to cover all benefit obligations[92](index=92&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=29&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Strong financial performance driven by double-digit sales growth, margin expansion, and reduced financial leverage to **3.2** [Results of Operations - Third Quarter 2022 vs 2021](index=32&type=section&id=Results%20of%20Operations%20-%20Third%20Quarter%202022%20vs%202021) Q3 2022 net sales grew **15.2%** to **$5.4 billion**, with organic sales up **16.9%**, and income from operations increased **75.0%** Q3 2022 Net Sales Growth by Segment | Segment | Reported Growth | Organic Sales Growth | | :--- | :--- | :--- | | EES | 12.7% | 14.9% | | CSS | 7.6% | 9.6% | | UBS | 28.0% | 28.6% | | **Total** | **15.2%** | **16.9%** | - Cost of goods sold as a percentage of net sales improved by **80 basis points** to **77.9%** from **78.7%** in Q3 2021, reflecting value-driven pricing and pass-through of inflationary costs[129](index=129&type=chunk) Q3 Earnings Per Share (Diluted) | Metric | Q3 2022 | Q3 2021 | | :--- | :--- | :--- | | GAAP EPS | $4.30 | $2.02 | | Adjusted EPS | $4.49 | $2.74 | [Results of Operations - Nine Months 2022 vs 2021](index=38&type=section&id=Results%20of%20Operations%20-%20Nine%20Months%202022%20vs%202021) Nine-month net sales increased **18.7%** to **$15.9 billion**, with organic sales growth of **19.5%**, and income from operations grew **81.6%** Nine Months 2022 Net Sales Growth by Segment | Segment | Reported Growth | Organic Sales Growth | | :--- | :--- | :--- | | EES | 18.3% | 19.4% | | CSS | 10.4% | 11.5% | | UBS | 29.1% | 29.1% | | **Total** | **18.7%** | **19.5%** | - Cost of goods sold as a percentage of net sales improved by **90 basis points** to **78.3%** from **79.2%** in the prior year period, driven by pricing discipline and gross margin improvement programs[161](index=161&type=chunk) Nine Months Earnings Per Share (Diluted) | Metric | Nine Months 2022 | Nine Months 2021 | | :--- | :--- | :--- | | GAAP EPS | $11.42 | $4.91 | | Adjusted EPS | $12.29 | $6.80 | [Liquidity and Capital Resources](index=44&type=section&id=Liquidity%20and%20Capital%20Resources) Total liquidity of **$685.0 million** with operating cash flow use of **$410.6 million**, and financial leverage ratio improved to **3.2** - The **financial leverage ratio** was reduced to **3.2** as of September 30, 2022, down from **3.9** as of December 31, 2021, and a reduction of 2.5 since the Anixter merger[190](index=190&type=chunk)[193](index=193&type=chunk) - Net cash used in operations was **$410.6 million** for the first nine months of 2022, driven by an **$886.3 million** increase in inventories and a **$737.6 million** increase in trade accounts receivable[202](index=202&type=chunk) - The company was in **compliance with all financial covenants** as of September 30, 2022, and believes cash from operations and financing will be adequate for at least the next twelve months[188](index=188&type=chunk)[189](index=189&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=48&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) No material changes to market risks previously disclosed in the **2021 Annual Report on Form 10-K** - The company refers to its **2021 Form 10-K** for disclosures on market risks, noting **no material changes** during the quarter[217](index=217&type=chunk) [Controls and Procedures](index=48&type=section&id=Item%204.%20Controls%20and%20Procedures.) Disclosure controls and internal control over financial reporting were **effective as of September 30, 2022**, with **no material changes** - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures and internal control over financial reporting were **effective as of September 30, 2022**[218](index=218&type=chunk) - There were **no changes** in the company's internal control over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, these controls[219](index=219&type=chunk) [PART II—OTHER INFORMATION](index=49&type=section&id=PART%20II%E2%80%94OTHER%20INFORMATION) [Legal Proceedings](index=49&type=section&id=Item%201.%20Legal%20Proceedings.) Various lawsuits and claims are ongoing, but management does not expect a **material adverse effect** on financial condition or liquidity - While the company faces various lawsuits and claims from its business operations, management does not expect these to have a **material adverse effect** on its financial condition, though they could impact results in a specific period[222](index=222&type=chunk) [Risk Factors](index=49&type=section&id=Item%201A.%20Risk%20Factors.) **Russia's invasion of Ukraine** heightened previously disclosed risks, though no **material impact** on business to date - The conflict in **Ukraine** has heightened existing risks related to political instability, supply chain disruptions, and inflation, but has not **materially impacted Wesco's business** thus far[223](index=223&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=49&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) During Q3 2022, **68,605** common shares were acquired at an average price of **$109.91** to satisfy tax withholding obligations Issuer Purchases of Common Stock (Q3 2022) | Period | Total Shares Purchased | Average Price Paid Per Share | | :--- | :--- | :--- | | July 2022 | 58,400 | $105.86 | | August 2022 | 6,363 | $134.93 | | September 2022 | 3,842 | $129.98 | | **Total** | **68,605** | **$109.91** | [Exhibits](index=49&type=section&id=Item%206.%20Exhibits.) Lists exhibits filed with Form 10-Q, primarily **CEO and CFO certifications** and **interactive data files (XBRL)** - The exhibits filed with this report include **CEO and CFO certifications** pursuant to Rule 13a-14(a) and Section 1350 of the Sarbanes-Oxley Act, along with **XBRL data files**[225](index=225&type=chunk)[227](index=227&type=chunk)[229](index=229&type=chunk)