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Stockholders' Equity
3 Months Ended
Jul. 26, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stockholders' Equity

11. Stockholders’ Equity

Equity Incentive Awards

As of July 26, 2019, we have certain equity incentive awards (awards) outstanding, which include stock options, restricted stock units (RSUs), including time-based RSUs and performance-based RSUs (PBRSUs), and Employee Stock Purchase Plan (ESPP) awards.

Stock Options

Less than 1 million options were outstanding as of July 26, 2019 and April 26, 2019. 

Information related to our stock options is summarized below (in millions):

 

 

 

Three Months Ended

 

 

 

July 26, 2019

 

 

July 27, 2018

 

Intrinsic value of exercises

 

$

1

 

 

$

15

 

Proceeds received from exercises

 

$

1

 

 

$

13

 

Fair value of options vested

 

$

2

 

 

$

1

 

The aggregate intrinsic value represents the pre-tax difference between the exercise price of stock options and the quoted market price of our stock on that day for all in-the-money options.

Restricted Stock Units

In the three months ended July 26, 2019, we granted PBRSUs to certain of our executives. Each PBRSU has performance-based vesting criteria, in addition to the service based vesting criteria, such that the PBRSUs cliff-vest at the end of an approximate three year performance period, which began on the date specified in the grant agreements and ends the last day of fiscal 2022. The number of shares of common stock that will be issued to settle the PBRSUs at the end of the applicable performance and service period will range from 0% to 200% of a target number of shares originally granted. For half of the PBRSUs granted in the current year, the number of shares issued will depend upon our Total Stockholder Return (TSR) as compared to the TSR of a specified group of benchmark peer companies (each expressed as a growth rate percentage) calculated as of the end of fiscal 2022. The fair values of these awards were fixed at grant date using a Monte Carlo simulation model. For the remaining PBRSUs granted, the number of shares issued will depend upon our achievement against a cumulative Adjusted Operating Income (AOI) target, as defined in the grant agreements, for the three year period from fiscal 2020 through 2022. The fair values of these awards were established consistent with our methodology for valuing time-based RSUs, while compensation cost is being recognized based on the probable outcome of the

performance condition. The aggregate grant date fair value of all PBRSUs granted in the current year was $18 million, which is being recognized to compensation expense over the remaining applicable performance / service periods.

The following table summarizes information related to our RSUs, including PBRSUs, (in millions, except fair value):

 

 

 

Number of

Shares

 

 

Weighted-

Average

Grant Date

Fair Value

 

Outstanding as of April 26, 2019

 

 

8

 

 

$

45.68

 

Granted

 

 

3

 

 

$

52.21

 

Vested

 

 

(2

)

 

$

37.88

 

Forfeited

 

 

(1

)

 

$

47.64

 

Outstanding as of July 26, 2019

 

 

8

 

 

$

51.25

 

We primarily use the net share settlement approach upon vesting, where a portion of the shares are withheld as settlement of employee withholding taxes, which decreases the shares issued to the employee by a corresponding value. The number and value of the shares netted for employee taxes are summarized in the table below (in millions):

 

 

 

Three Months Ended

 

 

 

July 26, 2019

 

 

July 27, 2018

 

Shares withheld for taxes

 

 

1

 

 

 

1

 

Fair value of shares withheld

 

$

71

 

 

$

84

 

 Employee Stock Purchase Plan

The following table summarizes activity related to the purchase rights issued under the ESPP (in millions):

 

 

 

Three Months Ended

 

 

 

July 26, 2019

 

 

July 27, 2018

 

Shares issued under the ESPP

 

 

1

 

 

 

2

 

Proceeds from issuance of shares

 

$

54

 

 

$

49

 

Stock-Based Compensation Expense

Stock-based compensation expense is included in the condensed consolidated statements of operations as follows (in millions):

 

 

 

Three Months Ended

 

 

 

July 26, 2019

 

 

July 27, 2018

 

Cost of product revenues

 

$

1

 

 

$

1

 

Cost of hardware maintenance and other services revenues

 

 

2

 

 

 

3

 

Sales and marketing

 

 

18

 

 

 

17

 

Research and development

 

 

15

 

 

 

12

 

General and administrative

 

 

6

 

 

 

7

 

Total stock-based compensation expense

 

$

42

 

 

$

40

 

Income tax benefit for stock-based compensation expense

 

$

4

 

 

$

5

 

As of July 26, 2019, total unrecognized compensation expense related to our equity awards was $383 million, which is expected to be recognized on a straight-line basis over a weighted-average remaining service period of 2.5 years.

Stock Repurchase Program

Our Board of Directors has authorized the repurchase of up to $13.6 billion of our common stock. Under this program, which we may suspend or discontinue at any time, we may purchase shares of our outstanding common stock through solicited or unsolicited transactions in the open market, in privately negotiated transactions, through accelerated share repurchase programs, pursuant to a Rule 10b5-1 plan or in such other manner as deemed appropriate by our management.

 

The following table summarizes activity related to this program for the three months ended July 26, 2019 (in millions, except per share amounts):

 

Number of shares repurchased

 

 

4

 

Average price per share

 

$

64.87

 

Aggregate purchase price

 

$

250

 

Remaining authorization at end of period

 

$

1,639

 

 

The aggregate purchase price of our stock repurchases for the three months ended July 26, 2019 consisted of $250 million of open market purchases, of which $141 million and $109 million were allocated to additional paid-in capital and retained earnings, respectively.

Since the May 13, 2003 inception of our stock repurchase program through July 26, 2019, we repurchased a total of 317 million shares of our common stock at an average price of $37.80 per share, for an aggregate purchase price of $12.0 billion.

Dividends

The following is a summary of our activities related to dividends on our common stock (in millions, except per share amounts):

 

 

 

Three Months Ended

 

 

 

July 26, 2019

 

 

July 27, 2018

 

Dividends per share declared

 

$

0.48

 

 

$

0.40

 

Dividend payments allocated to additional paid-in capital

 

$

115

 

 

$

105

 

Dividend payments allocated to retained earnings

 

$

 

 

$

 

 

On August 14, 2019, we declared a cash dividend of $0.48 per share of common stock, payable on October 23, 2019 to holders of record as of the close of business on October 4, 2019. The timing and amount of future dividends will depend on market conditions, corporate business and financial considerations and regulatory requirements. All dividends declared have been determined by us to be legally authorized under the laws of the state in which we are incorporated.

 

Accumulated Other Comprehensive Income (Loss)

Changes in accumulated other comprehensive income (loss) (AOCI) by component, net of tax, are summarized below (in millions):

 

 

 

Foreign

Currency

Translation

Adjustments

 

 

Defined

Benefit

Obligation

Adjustments

 

 

Unrealized

Gains

(Losses) on

Available-

for-Sale

Securities

 

 

Unrealized

Gains

(Losses) on

Derivative

Instruments

 

 

Total

 

Balance as of April 26, 2019

 

$

(34

)

 

$

(3

)

 

$

(7

)

 

$

1

 

 

$

(43

)

Other comprehensive income (loss), net of tax

 

 

(1

)

 

 

 

 

 

20

 

 

 

(1

)

 

 

18

 

Amounts reclassified from AOCI, net of tax

 

 

 

 

 

 

 

 

(14

)

 

 

 

 

 

(14

)

Total other comprehensive income

 

 

(1

)

 

 

 

 

 

6

 

 

 

(1

)

 

 

4

 

Balance as of July 26, 2019

 

$

(35

)

 

$

(3

)

 

$

(1

)

 

$

 

 

$

(39

)

 

During the first quarter of fiscal 2020, realized gains of $14 million from the sale of available-for-sale securities were recorded in Other income, net on our condensed consolidated statements of operations.