Quarterly report pursuant to Section 13 or 15(d)

Common Stock and Employee Equity Plans

v3.22.2.2
Common Stock and Employee Equity Plans
 9 Months Ended
Sep. 24, 2022
Equity [Abstract]  
Common Stock and Employee Equity Plans Common Stock and Employee Equity Plans
Common Stock
Shares of common stock outstanding were as follows:
Three Months Ended Nine Months Ended
September 24,
2022		 September 25,
2021		 September 24,
2022		 September 25,
2021
(In millions)
Balance, beginning of period 1,612  1,213  1,207  1,211 
Common stock issued in the acquisition of Xilinx —  —  429  — 
Common stock issued under employee equity plans 10  6  14  8 
Common stock repurchases for tax withholding on equity awards (3) —  (5) — 
Issuance of common stock to settle convertible debt —  —  —  3 
Repurchases of common stock (7) (7) (33) (10)
Balance, end of period 1,612  1,212  1,612  1,212 
Stock Repurchase Program
In May 2021, the Company’s Board of Directors approved a stock repurchase program of up to $4 billion of the Company’s common stock (Existing Repurchase Program). In February 2022, the Company’s Board of Directors approved a new stock repurchase program in addition to the Existing Repurchase Program to purchase up to $8 billion of outstanding common stock in the open market (collectively referred to as the “Repurchase Program”).
During the three and nine months ended September 24, 2022, the Company repurchased 6.9 million and 32.8 million shares of its common stock under the Repurchase Program for $617 million and $3.4 billion, respectively. As of September 24, 2022, $6.8 billion remains available for future stock repurchases under the Repurchase Program. The Repurchase Program does not obligate the Company to acquire any common stock, has no termination date and may be suspended or discontinued at any time.
Stock-based Compensation
Stock-based compensation expense was recorded in the Condensed Consolidated Statements of Operations as follows: 
Three Months Ended Nine Months Ended
September 24,
2022		 September 25,
2021		 September 24,
2022		 September 25,
2021
(In millions)
Cost of sales $ 8  $ 2  $ 20  $ 4 
Research and development 185  63  478  171 
Marketing, general and administrative 82  34  268  92 
Total stock-based compensation expense before income taxes 275  99  766  267 
Income tax benefit (91) (16) (166) (43)
Total stock-based compensation expense after income taxes $ 184  $ 83  $ 600  $ 224 
During the three and nine months ended September 24, 2022, the Company recorded $6 million and $63 million, respectively, of acquisition-related stock-based compensation expense under post-acquisition service conditions.
Xilinx Replacement Awards In connection with the acquisition of Xilinx, the Company issued equity awards as replacement for assumed equity awards to Xilinx employees. The replacement awards include restricted stock units of approximately 12 million shares with a weighted average fair value of $103.35 per share and have terms that are substantially the same as the assumed Xilinx awards. The fair value of replacement awards related to services rendered up to the Xilinx Acquisition Date was recognized as a component of the total purchase consideration while the remaining fair value of replacement awards attributable to post-combination services is being recognized as stock-based compensation expense over the remaining post-acquisition vesting period.