Stock-Based Compensation Plans

12 Months Ended

Mar. 28, 2020

Share-based Payment Arrangement [Abstract]

The Company's equity incentive plans are broad-based, long-term retention programs that cover employees, consultants and non-employee directors of the Company. These plans are intended to attract and retain talented employees, consultants and non-employee directors and to provide such persons with a proprietary interest in the Company.

Stock-Based Compensation

The following table summarizes stock-based compensation expense related to stock awards granted under the Company's equity incentive plans and rights to acquire stock granted under the Company's Amended and Restated 1990 Employee Qualified Stock Purchase Plan (ESPP):



	Years Ended
(In thousands)	March 28, 2020			March 30, 2019			March 31, 2018
Stock-based compensation included in:
Cost of revenues	$	10,035		$	8,820		$	8,492
Research and development	114,976			86,428			76,790
Selling, general and administrative	61,540			52,694			51,912
Restructuring charges and Executive transition costs	172			—			16,621
Stock-based compensation effect on income before taxes	186,723			147,942			153,815
Income tax effect	(38,013		)	(29,361		)	(40,188		)
Net stock-based compensation effect on net income	$	148,710		$	118,581		$	113,627

The Company adjusts stock-based compensation on a quarterly basis for changes to the estimate of expected equity award forfeitures based on actual forfeiture experience. The effect of adjusting the forfeiture rate for all expense amortization was recognized in the period the forfeiture estimate was changed and was not material for all periods presented.

As of March 28, 2020 and March 30, 2019, the ending inventory balances included $3.0 million and $2.1 million of capitalized stock-based compensation. During fiscal 2020, 2019 and 2018, the tax benefit realized for the tax deduction from restricted stock units (RSUs) and other awards totaled $72.7 million, $44.4 million and $60.6 million, respectively. The tax deduction includes amounts credited to income tax expense.

The fair values of ESPP were estimated as of the grant date using the Black-Scholes option pricing model. The Company's expected stock price volatility assumption is estimated using implied volatility of the Company's traded options. The expected life of options granted is based on the historical exercise activity as well as the expected disposition of all options outstanding. The expected life of options granted also considers the actual contractual term.

The weighted-average fair value per share of stock purchase rights granted under the ESPP during fiscal 2020, 2019 and 2018 were $31.97, $26.57 and $17.95, respectively. These fair values per share were estimated at the date of grant using the following weighted-average assumptions:



	Employee Stock Purchase Plan
	Fiscal 2020		Fiscal 2019		Fiscal 2018
Expected life of options (years)	1.3		1.3		1.3
Expected stock price volatility	0.35		0.33		0.29
Risk-free interest rate	1.7	%	2.5	%	1.6	%
Dividend yield	1.5	%	1.7	%	2.1	%

The estimated fair values of RSU awards were calculated based on the market price of Xilinx common stock on the date of grant, reduced by the present value of dividends expected to be paid on Xilinx common stock prior to vesting. The per share weighted-average fair value of RSUs granted during fiscal 2020, 2019 and 2018 were $109.53, $66.94 and $60.18, respectively. The weighted average fair value of RSUs granted in fiscal 2020, 2019 and 2018 were calculated based on estimates at the date of grant using the following weighted-average assumptions:



	Fiscal 2020		Fiscal 2019		Fiscal 2018
Risk-free interest rate	1.8	%	2.7	%	1.8	%
Dividend yield	1.3	%	2.1	%	2.2	%

As of March 28, 2020, total unrecognized stock-based compensation costs related to ESPP was $33.4 million. The total unrecognized stock-based compensation cost for ESPP is expected to be recognized over a weighted-average period of 1.1 years.

Equity Incentive Plans

As of March 28, 2020, 15.0 million shares are available for future grants under the 2007 Equity Incentive Plan (2007 Equity Plan). The contractual term for stock awards granted under the 2007 Equity Plan is seven years from the grant date. Stock awards granted to existing and newly hired employees generally vest over a four-year period from the date of grant.

A summary of shares available for grant under the 2007 Equity Plan is as follows:



(Shares in thousands)	Shares Available for Grant
April 1, 2017	12,459
Additional shares reserved	1,900
RSUs granted	(3,718	)
RSUs cancelled	701
March 31, 2018	11,342
Additional shares reserved	3,000
RSUs granted	(3,559	)
RSUs cancelled	536
March 30, 2019	11,319
Additional shares reserved	6,000
RSUs granted	(2,756	)
RSUs cancelled	487
March 28, 2020	15,050

The types of awards allowed under the 2007 Equity Plan include incentive stock options, non-qualified stock options, RSUs, restricted stock and stock appreciation rights. To date, the Company has issued a mix of non-qualified stock options and RSUs under the 2007 Equity Plan.

The total pre-tax intrinsic value of options exercised during fiscal 2020 and 2019 was $331 thousand and $475 thousand, respectively. This intrinsic value represents the difference between the exercise price and the fair market value of the Company's common stock on the date of exercise.

Since the Company adopted the policy of retiring all repurchased shares of its common stock, new shares are issued upon employees' exercise of their stock options.

RSU Awards

A summary of the Company's RSU activity and related information is as follows:



	RSUs Outstanding
(Shares and intrinsic value in thousands)	Number of Shares		Weighted-Average Grant-Date Fair Value Per Share	Weighted Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value ⁽¹⁾
April 1, 2017	6,988		$42.93
Granted	3,718		$60.18
Vested ⁽²⁾	(3,016	)	$43.30
Cancelled	(701	)	$48.16
March 31, 2018	6,989		$51.39
Granted	3,559		$66.94
Vested ⁽²⁾	(2,681	)	$49.05
Cancelled	(536	)	$55.09
March 30, 2019	7,331		$59.54
Granted	2,756		$109.53
Vested ⁽²⁾	(2,820	)	$55.24
Cancelled	(487	)	$75.09
March 28, 2020	6,780		$80.53	2.28	$	510,083

Expected to vest as of March 28, 2020	5,380		$80.54	2.28	$	404,702


(1)	Aggregate intrinsic value for RSUs represents the closing price per share of Xilinx's stock on March 28, 2020 of $75.22, multiplied by the number of RSUs outstanding or expected to vest as of March 28, 2020.


(2)	The number of RSUs vested includes shares that the Company withheld on behalf of employees to satisfy the statutory tax withholding requirements.

RSUs with a fair value of $155.8 million vested during fiscal 2020. As of March 28, 2020, total unrecognized stock-based compensation costs related to non-vested RSUs was $352.4 million. The total unrecognized stock-based compensation cost for RSUs is expected to be recognized over a weighted-average period of 2.6 years.

Employee Stock Purchase Plan

Under the Company's ESPP, qualified employees can obtain a 24-month purchase right to purchase the Company's common stock at the end of each six-month exercise period. Participation is limited to 15% of the employee's annual earnings up to a maximum of $21 thousand in a calendar year. Approximately 86% of all eligible employees participated in the ESPP. The purchase price of the stock is 85% of the lower of the fair market value at the beginning of the 24-month offering period or at the end of each six-month exercise period. Employees purchased 719 thousand shares for $53.0 million in fiscal 2020, 1.0 million shares for $48.3 million in fiscal 2019, and 918 thousand shares for $44.3 million in fiscal 2018. The next scheduled purchase under the ESPP is in the second quarter of fiscal 2021. As of March 28, 2020, 12.6 million shares were available for future issuance.