How large is the new stock repurchase authorization?

The Board authorized repurchases of up to $1.5 billion in aggregate of outstanding common stock. The press release states this is a 50% increase in authorization compared to last year.

How will the company repurchase shares?

Repurchases may be made from time to time on the open market, in privately negotiated transactions, or through other legally permissible means, depending on market conditions. Repurchases may also be made under a Rule 10b5-1 plan. Timing and amounts will be determined by management, and the program may be suspended or discontinued at any time.

What did management say about the reason for the buyback?

Chairman and CEO Bill Stone said the company believes the current share price undervalues its financial strength and future prospects. He said the company will use cash flow to opportunistically repurchase stock and pay down debt, while maintaining flexibility to pursue high-quality acquisitions.

What dividend was declared and when is it paid?

The Board approved a quarterly dividend of $0.25 per share, consistent with its quarterly dividend policy. It is payable June 16, 2025 to stockholders of record as of the close of business on June 2, 2025.

SSNC 8-K: Leadership Changes & Shareholder Matters

01—Abstract

Summary

Summary of the 8-K filed May 22, 2025. Cited figures are marked; the original filing is the authoritative source.

SS&C Technologies Holdings, Inc. (Nasdaq: SSNC) reported three main actions in this Form 8-K, all tied to its May 21, 2025 Annual Meeting of Stockholders and a May 22, 2025 press release.

The Board authorized a renewal and increase of its stock repurchase program to up to $1.5 billion^a in aggregate of outstanding common stock. The press release describes this as a 50% increase in authorization compared to last year. Repurchases may be made on the open market, in privately negotiated transactions, or through other legally permissible means, and may be made under a Rule 10b5-1 plan.

The program may be suspended or discontinued at any time, and authority continues until the one-year anniversary of the Board's authorization unless terminated earlier. Stockholders approved the Second Amended and Restated 2023 Stock Incentive Plan, which increases the number of shares reserved for issuance by 6,000,000 shares of common stock. The Board had approved the plan on March 31, 2025, subject to stockholder approval.

Stockholders also re-elected Class III directors Smita Conjeevaram, William C. Stone and Francesco Vanni d'Archirafi to terms expiring at the 2028 annual meeting, approved the non-binding advisory vote on named executive officer compensation, and ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for fiscal 2025.

The Board also approved a quarterly dividend of $0.25^b per share, consistent with its dividend policy, payable June 16, 2025 to stockholders of record as of the close of business on June 2, 2025. In the press release, Chairman and CEO Bill Stone said the company believes the current share price undervalues its financial strength and future prospects, and that it will use cash flow to opportunistically repurchase stock and pay down debt while keeping flexibility for high-quality acquisitions.

02—Key points

Key Highlights

Board authorized a renewal and increase of the stock repurchase program to up to $1.5 billion in aggregate, described in the press release as a 50% increase over last year's authorization.
Repurchase authority runs until the one-year anniversary of the Board's authorization unless terminated earlier, and the program may be suspended or discontinued at any time.
Quarterly dividend of $0.25 per share approved, payable June 16, 2025 to holders of record as of June 2, 2025.
Stockholders approved the Second Amended and Restated 2023 Stock Incentive Plan, adding 6,000,000 shares to the reserve for issuance.
Class III directors Smita Conjeevaram, William C. Stone and Francesco Vanni d'Archirafi were elected to terms expiring at the 2028 annual meeting.
Stockholders approved the non-binding advisory vote on named executive officer compensation, with 192,622,681 votes for and 32,219,927 against.
Stockholders ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2025, with 221,339,588 votes for and 9,300,002 against.

03—Questions

Frequently Asked Questions

How large is the new stock repurchase authorization?
The Board authorized repurchases of up to $1.5 billion in aggregate of outstanding common stock. The press release states this is a 50% increase in authorization compared to last year.
How will the company repurchase shares?
Repurchases may be made from time to time on the open market, in privately negotiated transactions, or through other legally permissible means, depending on market conditions. Repurchases may also be made under a Rule 10b5-1 plan. Timing and amounts will be determined by management, and the program may be suspended or discontinued at any time.
What did management say about the reason for the buyback?
Chairman and CEO Bill Stone said the company believes the current share price undervalues its financial strength and future prospects. He said the company will use cash flow to opportunistically repurchase stock and pay down debt, while maintaining flexibility to pursue high-quality acquisitions.
What dividend was declared and when is it paid?
The Board approved a quarterly dividend of $0.25 per share, consistent with its quarterly dividend policy. It is payable June 16, 2025 to stockholders of record as of the close of business on June 2, 2025.
What changed in the stock incentive plan?
Stockholders approved the Second Amended and Restated 2023 Stock Incentive Plan, which increases the number of shares reserved for issuance by 6,000,000 shares of common stock. The Board had approved the plan on March 31, 2025. The full plan text is attached as Appendix B to the proxy statement.

04—Continue

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