SHARE-BASED COMPENSATION

3 Months Ended

Jul. 02, 2021

Share-based Payment Arrangement, Expensed and Capitalized, Amount [Abstract]

The Company's primary plan used for granting equity compensation awards is the 2017 Equity Incentive Plan (the "2017 Plan").

The following table summarizes the Company’s share-based compensation expense:


	Three-Month Periods Ended
	July 2, 2021		June 26, 2020
	(In millions)
Cost of sales	$	5	$	4
Selling, general and administrative expenses	15		9
Total share-based compensation expense	$	20	$	13

Total number of options outstanding and exercisable were immaterial as of July 2, 2021. All options have been fully expensed as of July2, 2021.

During the three-month period ended July 2, 2021, the Company granted 5.2 million unvested restricted share unit ("RSU") awards. Of this amount, approximately 4.4 million are plain-vanilla unvested RSU awards that vest over a period of three years, with no performance or market conditions, and with an average grant date price of $18.26 per award. In addition, approximately 0.4 million unvested shares represent the target amount of grants made to certain key employees whereby vesting is contingent on certain performance conditions, and with an average grant date price of $18.24 per award. The number of shares contingent on performance conditions that ultimately will vest will range from zero up to a maximum of 0.8 million based on a measurement of the Company's earnings per shares growth over a certain specified period, and will cliff vest after a period of three years, to the extent such performance conditions have been met. Further, approximately 0.4 million unvested shares represent the target amount of grants made to certain key employees whereby vesting is contingent on certain market conditions. The average grant date fair value of these awards contingent on certain market conditions was estimated to be $25.86 per award and was calculated using a Monte Carlo simulation. The number of shares contingent on market conditions that ultimately will vest will range from zero up to a maximum of 0.8 million based on a measurement of the percentile rank of the Company’s total shareholder return over a certain specified period against the Company's peer companies, and will cliff vest after a period of three years, to the extent such market conditions have been met.

As of July 2, 2021, approximately 16.4 million unvested RSU awards under all plans were outstanding, of which vesting for a targeted amount of 3.1 million shares is contingent on meeting certain market conditions and of which vesting for a targeted amount of 0.4 million shares is contingent on meeting certain performance conditions. The number of shares tied to market condition that will ultimately be issued can range from zero to 6.2 million based on the achievement levels. The number of shares tied to performance conditions that will ultimately be issued can range from zero to 0.8 million based on the achievement

levels. During the three-month period ended July 2, 2021, no shares vested in connection with the awards with market conditions granted in fiscal year 2019.

As of July 2, 2021, total unrecognized compensation expense related to unvested RSU awards under all plans was approximately $199.4 million, and will be recognized over a weighted-average remaining vesting period of 2.2 years.