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Share-Based Compensation

3 Months Ended

Feb. 28, 2023

Share-Based Payment Arrangement [Abstract]

SHARE-BASED COMPENSATION:

Overview of TD SYNNEX Stock Incentive Plans

The Company recognizes share-based compensation expense for all share-based awards made to employees and directors, including employee stock options, restricted stock awards ("RSAs"), restricted stock units ("RSUs"), performance-based RSUs and employee stock purchase rights, based on estimated fair values.

The following tables summarize the Company's share-based awards activity for TD SYNNEX stock incentive plans during the three months ended February 28, 2023.

A summary of the changes in the Company's stock options is set forth below:


						Stock options
Balances, November 30, 2022						677

Exercised						(26)

Balances, February 28, 2023						651

A summary of the changes in the Company's non-vested RSAs and RSUs is presented below:


												RSAs and RSUs
Nonvested at November 30, 2022												1,307
Granted												44
Vested												(165)
Canceled												(43)
Nonvested at February 28, 2023												1,143

A summary of share-based compensation expense in the Consolidated Statements of Operations for TD SYNNEX stock incentive plans is presented below:


	Three Months Ended
	February 28, 2023		February 28, 2022
Selling, general and administrative expenses	$	13,074	$	6,750
Acquisition, integration and restructuring costs (on awards issued in connection with the Merger )	1,492		1,803
Total share-based compensation expense	$	14,566	$	8,553

Tech Data Equity Awards

Prior to the Merger, certain of Tech Data’s employees were granted performance-based equity awards in Tiger Parent Holdings L.P., a partnership entity that was the parent company of Tiger Parent (AP) Corporation and Tech Data, that were unvested at the time of the closing of the Merger. Upon closing of the Merger, the unvested performance-based equity awards were converted into restricted shares of TD SYNNEX that vest over two years.

The following table summarizes the activity related to these restricted shares during the three months ended February 28, 2023:


						Restricted shares
Nonvested at November 30, 2022						350
Vested						(12)
Canceled						(30)
Nonvested at February 28, 2023						308

The restricted shares had a fair value of $127.60 per share upon closing of the Merger which is being recorded as share-based compensation expense on a straight-line basis over the vesting period in “Acquisition, integration, and restructuring costs” in the Consolidated Statement of Operations. The Company recorded $10.0 million and $11.7 million of share-based compensation expense related to these restricted shares in “Acquisition, integration, and restructuring costs” during the three months ended February 28, 2023 and 2022, respectively. As of February 28, 2023, there was $19.8 million of total unamortized share-based compensation expense related to these restricted shares to be recognized over a weighted-average amortization period of 0.5 years.