Capital Stock and Long-term Retention Plan (Tables)
|
12 Months Ended |
Dec. 31, 2024 |
|---|
| Capital Stock and Long-term Retention Plan |
|
| Schedule of shares of capital stock and CPOs |
At December 31, 2024, shares of capital stock and CPOs consisted of (in millions): | | | | | | | | | | | | | Repurchased | | Held by a | | | | | Authorized and | | by the | | Company’s | | | | | Issued (1) | | Company (2) | | Trust (3) | | Outstanding | Series “A” Shares | | 118,614.2 | | — | | (6,993.9) | | 111,620.3 | Series “B” Shares | | 54,882.2 | | — | | (6,139.9) | | 48,742.3 | Series “D” Shares | | 83,562.7 | | — | | (6,018.1) | | 77,544.6 | Series “L” Shares | | 83,562.7 | | — | | (6,018.1) | | 77,544.6 | Total | | 340,621.8 | | — | | (25,170.0) | | 315,451.8 | | | | | | | | | | Shares in the form of CPOs | | 279,337.5 | | — | | (20,117.7) | | 259,219.8 | Shares not in the form of CPOs | | 61,284.3 | | — | | (5,052.3) | | 56,232.0 | Total | | 340,621.8 | | — | | (25,170.0) | | 315,451.8 | CPOs | | 2,387.5 | | — | | (171.9) | | 2,215.6 |
| (1) | As of December 31, 2024, the authorized and issued capital stock amounted to Ps.3,933,549 (nominal Ps.1,970,999). In connection with the Spin-off carried out on January 31, 2024, and the Company’s distribution of the Spun-off Businesses to Ollamani, the Company reduced its capital stock on that date in the amount of Ps.752,071 (nominal Ps.376,844), without having modified the number of outstanding shares of the Company (see Notes 3 and 28). |
| (2) | In connection with a share repurchase program that was approved by the Company’s stockholders and is exercised at the discretion of management. During the year ended December 31, 2024, the Company did not buy any shares under this program. In April 2024, the Company´s stockholders approved the cancellation in May 2024 of 3,217.5 million shares of the Company’s capital stock in the form of 27.5 million CPOs, which were repurchased by the Company in 2023. |
| (3) | Primarily in connection with the Company’s Long - Term Retention Plan (“LTRP”) described below. |
|
| Schedule of reconciliation of the number of shares and CPOs outstanding |
A reconciliation of the number of shares and CPOs outstanding for the years ended December 31, 2024 and 2023, is presented as follows (in millions): | | | | | | | | | | | | | | | Series “A” | | Series “B” | | Series “D” | | Series “L” | | Shares | | CPOs | | | Shares | | Shares | | Shares | | Shares | | Outstanding | | Outstanding | As of January 1, 2023 | | 114,750.2 | | 51,649.7 | | 82,169.9 | | 82,169.9 | | 330,739.7 | | 2,347.7 | Acquired (1) | | (1,742.5) | | (1,533.4) | | (2,439.5) | | (2,439.5) | | (8,154.9) | | (69.7) | Forfeited (2) | | (139.4) | | (122.7) | | (195.2) | | (195.2) | | (652.5) | | (5.6) | Acquired (2) | | (316.9) | | (278.9) | | (443.6) | | (443.6) | | (1,483.0) | | (12.7) | Released (2) | | 890.3 | | 630.7 | | 1,003.1 | | 1,003.1 | | 3,527.2 | | 28.7 | As of December 31, 2023 | | 113,441.7 | | 50,345.4 | | 80,094.7 | | 80,094.7 | | 323,976.5 | | 2,288.4 | Acquired (2) | | (976.2) | | (859.2) | | (1,366.8) | | (1,366.8) | | (4,569.0) | | (39.0) | Forfeited (2) | | (1,466.9) | | (1,290.9) | | (2,053.6) | | (2,053.6) | | (6,865.0) | | (58.7) | Released (2) | | 621.7 | | 547.0 | | 870.3 | | 870.3 | | 2,909.3 | | 24.9 | As of December 31, 2024 | | 111,620.3 | | 48,742.3 | | 77,544.6 | | 77,544.6 | | 315,451.8 | | 2,215.6 |
| (1) | Repurchased or cancelled by the Company in connection with a share repurchase program. |
| (2) | Acquired, released, cancelled or forfeited by a Company’s trust in connection with the Company’s LTRP described below. |
|
| Schedule of arrangements and weighted-average assumptions |
| | | | | | | | | | Long-Term Retention Plan | | Arrangements: | | | | | | | | Year of grant | | 2022 | | 2023 | | 2024 | | Number of CPOs or CPOs equivalent granted | | 27,500 | | 11,600 | | 52,539 | | Contractual life | | 3.00 years | | 3.00 years | | 3.00 years | | | | | | | | | | Assumptions: | | | | | | | | Dividend yield | | 0.92 | % | 2.5 | % | 3.21 | % | Expected volatility (1) | | 45.75 | % | 45.51 | % | 42.83 | % | Risk-free interest rate | | 9.17 | % | 9.05 | % | 9.57 | % | Expected average life of awards | | 3.00 years | | 3.00 years | | 3.00 years | |
| (1) | Volatility was determined by reference to historically observed prices of the Company’s CPOs. |
|
| Summary of the stock awards for employees |
A summary of the stock conditionally sold to employees under the LTRP as of December 31, 2024 and 2023, is presented below (in Mexican pesos and thousands of CPOs): | | | | | | | | | | | 2024 | | 2023 | | | CPOs or CPOs | | Weighted-Average | | CPOs or CPOs | | Weighted-Average | | | Equivalent | | Exercise Price | | Equivalent | | Exercise Price | Long-Term Retention Plan: | | | | | | | | | Outstanding at beginning of year | | 176,898 | | 23.72 | | 170,731 | | 30.68 | Conditionally sold | | 52,539 | | 6.25 | | 11,600 | | 9.38 | Paid by employees | | (3,841) | | 1.60 | | (1,795) | | 1.60 | Forfeited | | (65,643) | | 41.09 | | (3,638) | | 70.14 | Outstanding at end of year | | 159,953 | | 11.64 | | 176,898 | | 23.72 | To be paid by employees at end of year | | 63,643 | | 17.09 | | 107,822 | | 33.05 |
|