JABIL INC - 10-Q filing on 2022-04-01

Stockholders' Equity

6 Months Ended

Feb. 28, 2022

Share-based Payment Arrangement [Abstract]

Stockholders’ Equity

The Company recognized stock-based compensation expense within selling, general and administrative expense as follows (in millions):


	Three months ended				Six months ended
	February 28, 2022		February 28, 2021		February 28, 2022		February 28, 2021
Restricted stock units	$	12	$	20	$	44	$	52
Employee stock purchase plan	4		3		7		5
Total	$	16	$	23	$	51	$	57

As of February 28, 2022, the shares available to be issued under the 2021 Equity Incentive Plan were 9,894,144.

Restricted Stock Units

Certain key employees have been granted time-based, performance-based and market-based restricted stock unit awards (“restricted stock units”). The time-based restricted stock units generally vest on a graded vesting schedule over three years. The performance-based restricted stock units generally vest on a cliff vesting schedule over three years and up to a maximum of 150%, depending on the specified performance condition and the level of achievement obtained. The performance-based restricted stock units have a vesting condition that is based upon the Company’s cumulative adjusted core earnings per share during the performance period. The market-based restricted stock units generally vest on a cliff vesting schedule over three years and up to a maximum of 200%, depending on the specified performance condition and the level of achievement obtained. The market-based restricted stock units have a vesting condition that is tied to the Company’s total shareholder return based on the Company’s stock performance in relation to the companies in the Standard and Poor’s (S&P) Super Composite Technology Hardware and Equipment Index excluding the Company. During the six months ended February 28, 2022 and 2021, the Company awarded approximately 0.7 million and 1.2 million time-based restricted stock units, respectively, 0.2 million and 0.4 million performance-based restricted stock units, respectively, and 0.2 million and 0.3 million market-based restricted stock units, respectively.

The following represents the stock-based compensation information as of the period indicated (in millions):


	February 28, 2022
Unrecognized stock-based compensation expense—restricted stock units	$	56
Remaining weighted-average period for restricted stock units expense	1.5 years

Common Stock Outstanding

The following represents the common stock outstanding for the periods indicated:


	Three months ended		Six months ended
	February 28, 2022	February 28, 2021	February 28, 2022	February 28, 2021
Common stock outstanding:
Beginning balances	144,166,009	150,471,570	144,496,077	150,330,358
Shares issued under employee stock purchase plan	520,483	771,548	520,483	771,548
Vesting of restricted stock	28,243	24,054	2,453,715	2,241,136
Purchases of treasury stock under employee stock plans	(9,719)	(8,873)	(700,274)	(610,279)
Treasury shares purchased(1)	(2,312,881)	(1,891,798)	(4,377,866)	(3,366,262)
Ending balances	142,392,135	149,366,501	142,392,135	149,366,501

(1)In July 2021, the Board of Directors approved an authorization for the repurchase of up to $1.0 billion of the Company’s common stock (the “2022 Share Repurchase Program”). As of February 28, 2022, 5.1 million shares had been repurchased for $314 million and $686 million remains available under the 2022 Share Repurchase Program.