Quarterly report pursuant to Section 13 or 15(d)

Common Stock and Employee Equity Plans

v3.22.2
Common Stock and Employee Equity Plans
 6 Months Ended
Jun. 25, 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 Six Months Ended
June 25,
2022		 June 26,
2021		 June 25,
2022		 June 26,
2021
(In millions)
Balance, beginning of period 1,620  1,215  1,207  1,211 
Common stock issued for the acquisition of Xilinx —  —  429  — 
Common stock issued under employee equity plans 3  1  3  2 
Common stock repurchases for tax withholding on equity awards (1) —  (1) — 
Issuance of common stock to settle convertible debt —  —  —  3 
Repurchases of common stock (10) (3) (26) (3)
Balance, end of period 1,612  1,213  1,612  1,213 
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 six months ended June 25, 2022, the Company repurchased 10.2 million and 25.9 million shares of its common stock under the Repurchase Program for $920 million and $2.8 billion, respectively. As of June 25, 2022, $7.4 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 Six Months Ended
June 25,
2022		 June 26,
2021		 June 25,
2022		 June 26,
2021
(In millions)
Cost of sales $ 8  $ 1  $ 12  $ 2 
Research and development 180  53  293  108 
Marketing, general and administrative 104  29  186  58 
Total stock-based compensation expense before income taxes 292  83  491  168 
Income tax benefit (32) (14) (75) (27)
Total stock-based compensation expense after income taxes $ 260  $ 69  $ 416  $ 141 
During the three and six months ended June 25, 2022, the Company recorded $33 million and $57 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 will be recognized as stock-based compensation expense over the remaining post-acquisition vesting period.