Stock-Based Compensation Plans

9 Months Ended

May 06, 2012

Stock-Based Compensation Plans

Note 6—Stock-Based Compensation Plans

Summary of Stock Option Activity

In the second quarter of fiscal 2012, the Fifth Restated 2002 Stock Incentive Plan was amended following shareholder approval and is now referred to as the Sixth Restated 2002 Stock Incentive Plan (Sixth Restated 2002 Plan). The Sixth Restated 2002 Plan authorizes the issuance of 16,000,000 shares (9,143,000 RSUs) of common stock for future grants in addition to shares authorized under the previous plan. Each RSU issued is counted as 1.75 shares toward the limit of shares available. The Company issues new shares of common stock upon exercise of stock options and vesting of RSUs.

The following table summarizes stock option transactions during the first thirty-six weeks of 2012:

	Number Of Options (in 000’s)			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in  years)		Aggregate Intrinsic Value(1)
Outstanding and exercisable at August 28, 2011		5,917		$	40.07
Exercised		(1,760	)		39.50
Outstanding and exercisable at May 6, 2012		4,157		$	40.31		2.30	$	179

(1) The difference between the exercise price and market value of common stock at May 6, 2012.

The tax benefits realized and intrinsic value related to total stock options exercised during the first thirty-six weeks of 2012 and 2011 are provided in the following table:

	36 Weeks Ended
	May 6, 2012		May 8, 2011
Actual tax benefit realized for stock options exercised	$	29	$	73
Intrinsic value of stock options exercised(1)	$	82	$	215

(1) The difference between the exercise price and market value of common stock measured at each individual exercise date.

Summary of Restricted Stock Unit Activity

At May 6, 2012, 14,300,000 shares were available to be granted as RSUs under the Sixth Restated 2002 Plan.

The following awards were outstanding at May 6, 2012:

• 8,617,000 shares of time-based RSUs that vest upon continued employment over specified periods of time;

• 398,000 performance-based RSUs granted to certain executive officers of the Company for which the performance targets have been met. Further restrictions lapse upon achievement of continued employment over specified periods of time; and

• 304,000 performance-based RSUs to be granted to executive officers of the Company upon achievement of specified performance targets for fiscal 2012, as determined by the Compensation Committee of the Board of Directors after the end of the fiscal year. These awards are included in the table below and the Company recognized compensation expense for these awards as it is currently deemed probable that the performance targets will be achieved.

The following table summarizes RSU transactions during the first thirty-six weeks of 2012:

	Number of Units (in 000’s)			Weighted- Average Grant Date Fair Value
Non-vested at August 28, 2011		9,727		$	57.56
Granted		3,593			81.44
Vested		(3,808	)		58.96
Forfeited		(193	)		65.97
Non-vested at May 6, 2012		9,319		$	65.61

Summary of Stock-Based Compensation

The following table summarizes stock-based compensation expense and the related tax benefits under the Company’s plans:

	12 Weeks Ended						36 Weeks Ended
	May 6, 2012			May 8, 2011			May 6, 2012			May 8, 2011
RSUs	$	45		$	43		$	179		$	151
Stock options		0			0			0			1
Total stock-based compensation expense before income taxes		45			43			179			152
Less recognized income tax benefit		(15	)		(14	)		(59	)		(49	)
Total stock-based compensation expense, net of income taxes	$	30		$	29		$	120		$	103

The remaining unrecognized compensation cost related to non-vested RSUs at May 6, 2012, was $488 and the weighted-average period of time over which this cost will be recognized is 1.8 years.