Equity Plans

12 Months Ended

Sep. 02, 2021

Share-based Payment Arrangement [Abstract]

As of September 2, 2021, 104 million shares of our common stock were available for future awards under our equity plans, including 23 million shares approved for issuance under our employee stock purchase plan (“ESPP”).

Restricted Stock and Restricted Stock Units (“Restricted Stock Awards”)

As of September 2, 2021, there were 20 million shares of Restricted Stock Awards outstanding, 17 million of which contained only service conditions. For service-based Restricted Stock Awards, restrictions generally lapse in one-fourth or one-third increments during each year of employment after the grant date. Restrictions generally lapse on Restricted Stock with performance or market conditions as conditions are met over a 3-year period. At the end of the performance period, the number of actual shares to be awarded will vary between 0% and 200% of target amounts, depending upon the achievement level. Restricted Stock Awards activity for 2021 is summarized as follows:


	Number of Shares	Weighted-Average Grant Date Fair Value Per Share

Outstanding as of September 3, 2020	17	$	42.13
Granted	11	53.58
Restrictions lapsed	(6)	38.99
Canceled	(2)	41.54
Outstanding as of September 2, 2021	20	49.39


For the year ended	2021		2020		2019

Restricted stock award shares granted	11		8		9
Weighted-average grant-date fair value per share	$	53.58	$	46.44	$	41.11
Aggregate vesting-date fair value of shares vested	$	385	$	294	$	248

Employee Stock Purchase Plan (“ESPP”)

Our ESPP was offered to substantially all employees beginning in August 2018 and permitted eligible employees to purchase shares of our common stock through payroll deductions of up to 10% of their eligible compensation, subject to certain limitations prior to August 2021. Beginning in August 2021, employees are permitted to deduct up to 15% of their eligible compensation to purchase shares under the ESPP. The purchase price of the shares under the ESPP equals 85% of the lower of the fair market value of our common stock on either the first or last day of each six-month offering period. Compensation expense is calculated as of the beginning of the offering period as the fair value of the employees’ purchase rights utilizing the Black-Scholes option valuation model and is recognized over the offering period. Grant-date fair value and assumptions used in the Black-Scholes option valuation model were as follows:


For the year ended	2021			2020			2019

Weighted-average grant-date fair value per share	$	20.71		$	14.24		$	11.60
Average expected life in years	0.5			0.5			0.5
Weighted-average expected volatility	41		%	45		%	45		%
Weighted-average risk-free interest rate	0.1		%	0.8		%	2.2		%
Expected dividend yield	0.3		%	0.0		%	0.0		%

Under the ESPP, employees purchased 3 million shares of common stock for $140 million in 2021 and 3 million shares for $118 million in 2020.

Stock Options

As of September 2, 2021, stock options of 4 million shares were outstanding, which are generally exercisable in increments of either one-fourth or one-third per year beginning one year from the date of grant. Stock options expire 8 years from the date of grant. We did not grant any stock options in 2021 or 2020 and options granted in 2019 were not material. Stock options of 3 million shares were exercised in 2021. The total intrinsic value for options exercised was $143 million, $130 million, and $108 million in 2021, 2020, and 2019, respectively.

Stock-based Compensation Expense


For the year ended	2021		2020		2019

Stock-based compensation expense by caption
Cost of goods sold	$	186	$	139	$	102
Research and development	110		86		68
Selling, general, and administrative	99		103		73
	$	395	$	328	$	243

Stock-based compensation expense by type of award
Restricted stock awards	$	333	$	272	$	178
ESPP	52		39		32
Stock options	10		17		33
	$	395	$	328	$	243

Income tax benefits related to the tax deductions for share-based awards are recognized only upon the settlement of the related share-based awards. Income tax benefits for share-based awards were $83 million, $72 million, and $66 million for 2021, 2020, and 2019, respectively. Stock-based compensation expense of $30 million and $42 million was capitalized and remained in inventory as of September 2, 2021 and September 3, 2020, respectively. As of September 2, 2021, $691 million of total unrecognized compensation costs for unvested awards, before the effect of any future forfeitures, was expected to be recognized through the fourth quarter of 2025, resulting in a weighted-average period of 1.2 years.