ARMSTRONG WORLD INDUSTRIES INC

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(c) Issuer Purchases of Equity Securities

(1)

Includes shares reacquired through the withholding of shares to pay employee tax obligations upon the exercise of options or vesting of restricted shares previously granted under our long-term incentive plans.

On July 29, 2016, our Board of Directors approved our share repurchase program authorizing us to repurchase up to $150.0 million of our outstanding shares of common stock (the “Program”). Since inception of the Program, this authorization has been increased to permit repurchase up to an aggregate of $1,700.0 million of our outstanding shares of common stock through December 31, 2026.

Repurchases of our common stock under the Program may be made through open market, block and privately negotiated transactions, including Rule 10b5-1 plans, at such times and in such amounts as management deems appropriate, subject to market and business conditions, regulatory requirements and other factors. The Program does not obligate AWI to repurchase any particular amount of common stock and may be suspended or discontinued at any time without notice.

During the three months ended September 30, 2025, we repurchased 0.1 million shares under the Program for a total cost of $27.0 million, excluding commissions and taxes, or an average price of $181.19 per share. During the nine months ended September 30, 2025, we repurchased 0.5 million shares under the Program for a total cost of $79.0 million, excluding commissions and taxes, or an average price of $156.22 per share. Since inception and through September 30, 2025, we have repurchased 15.1 million shares under the Program for a total cost of $1,117.2 million, excluding commissions and taxes, or an average price of $73.74 per share.