As of January 31, 2020 and January 31, 2019, $107 million and $76 million, respectively, was withheld on behalf of employees for future purchases under the ESPP and is recorded in accrued compensation.

The fair value of each stock option grant was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions and fair value per share:


	Fiscal Year Ended January 31,
Stock Options	2020					2019				2018
Volatility	27 - 30		%	27 - 28		%	28 - 31		%
Estimated life	3.5 years			3.5 years			3.5 years
Risk-free interest rate	1.6 - 2.5		%	2.5 - 3.0		%	1.4 - 2.3		%
Weighted-average fair value per share of grants	$	39.59		$	28.89		$	22.71


	Fiscal Year Ended January 31,
ESPP	2020					2019				2018
Volatility	28 - 33		%	23 - 26		%	21 - 28		%
Estimated life	0.75 years			0.75 years			0.75 years
Risk-free interest rate	1.6 - 2.1		%	2.0 - 2.6		%	1.1 - 1.7		%
Weighted-average fair value per share of grants	$	41.43		$	32.90		$	23.64

The Company estimated its future stock price volatility considering both its observed option-implied volatilities and its historical volatility calculations. Management believes this is the best estimate of the expected volatility over the expected life of its stock options and stock purchase rights.

The estimated life for the stock options was based on an analysis of historical exercise activity. The risk-free interest rate is based on the rate for a U.S. government security with the same estimated life at the time of the option grant and the stock purchase rights.

The estimated forfeiture rate applied is based on historical forfeiture rates. The Company does not anticipate paying any cash dividends in the foreseeable future and therefore uses an expected dividend yield of zero in the option pricing model.

In fiscal 2020 and 2019, the Company granted performance-based restricted stock unit awards to certain employees, including the Chair of the Board and Chief Executive Officer and other senior executives. The performance-based restricted stock unit awards are subject to vesting based on a performance-based condition and a service-based condition. At the end of the three-year service period, based on the Company's share price performance, these performance-based restricted stock units will vest in a percentage of the target number of shares between 0 and 200%, depending on the extent the performance condition is achieved.


		Options Outstanding
	Shares Available for Grant (in millions)	Outstanding Stock Options (in millions)	Weighted- Average Exercise Price		Aggregate Intrinsic Value (in millions)
Balance as of January 31, 2019	64	26	$	74.15
Increase in shares authorized:
2013 Equity Incentive Plan	36	0	0.00
2014 Inducement Plan	2	0	0.00
Assumed equity plans	13	0	0.00
Options granted under all plans	(10)	10	132.72
Restricted stock activity	(28)	0	0.00
Performance-based restricted stock units	(2)	0	0.00

Exercised	0	(7)	55.67

Plan shares expired or canceled	2	(2)	116.84
Balance as of January 31, 2020	77	27	$	98.56	$	2,222
Vested or expected to vest		25	$	95.80	$	2,155
Exercisable as of January 31, 2020		14	$	66.34	$	1,589

The total intrinsic value of the options exercised during fiscal 2020, 2019, and 2018 was $799 million, $784 million, and $373 million, respectively. The intrinsic value of options exercised during each fiscal year is calculated as the difference between the market value of the stock at the time of exercise and the exercise price of the stock option.

As of January 31, 2020, options to purchase 14 million shares were vested at a weighted-average exercise price of $66.34 per share and had a remaining weighted-average contractual life of approximately three years. The total intrinsic value of these vested options based on the market value of the stock as of January 31, 2020 was approximately $1.6 billion.

During fiscal 2020, the Company recognized stock-based expense related to its equity plans for employees and non-employee directors of $1.8 billion. As of January 31, 2020, the aggregate stock compensation remaining to be recognized to costs and expenses was approximately $4.0 billion.

The expected stock compensation remaining to be recognized reflects only outstanding stock awards as of January 31, 2020 and assumes no forfeiture activity. The aggregate stock compensation remaining to be recognized to costs and expenses will be recognized over a weighted-average period of two years.


	Options Outstanding							Options Exercisable
Range of Exercise Prices	Number Outstanding (in millions)	Weighted- Average Remaining Contractual Life (Years)	Weighted- Average Exercise Price		Number of Shares (in millions)	Weighted- Average Exercise Price
$0.36 to $52.30	5	3.7	$	29.10	4	$	30.55
$54.36 to $75.57	6	3.0	67.41		5	66.08
$76.48 to $113.00	3	3.4	83.71		3	82.59
$118.04	4	5.1	118.04		2	118.04
$122.03 to $158.76	3	6.3	145.38		0	133.49
$161.50	6	6.1	161.50		0	0.00

	27	4.5	$	98.56	14	$	66.34


	Restricted Stock Outstanding
	Outstanding (in millions)	Weighted-Average Grant Date Fair Value		Aggregate Intrinsic Value (in millions)
Balance as of January 31, 2019	21	$	103.33
Granted - restricted stock units and awards	20	156.21
Granted - performance-based stock units	1	161.50
Canceled	(2)	120.93
Vested and converted to shares	(12)	106.39
Balance as of January 31, 2020	28	$	140.14	$	5,128
Expected to vest	24			$	4,452

The restricted stock, which upon vesting entitles the holder to one share of common stock for each share of restricted stock, has an exercise price of $0.001 per share, which is equal to the par value of the Company’s common stock, and generally vests over four years. The total fair value of shares vested during fiscal 2020, 2019 and 2018 was $1.9 billion, $1.1 billion and $1.0 billion, respectively.


Options outstanding			27
Restricted stock awards and units and performance-based stock units outstanding			28
Stock available for future grant or issuance:
2013 Equity Incentive Plan			74
2014 Inducement Plan			2
Acquired equity plans			1
Amended and Restated 2004 Employee Stock Purchase Plan			1
			133

The Company’s board of directors has the authority, without further action by stockholders, to issue up to 5,000,000 shares of preferred stock in one or more series. The Company’s board of directors may designate the rights, preferences, privileges and restrictions of the preferred stock, including dividend rights, conversion rights, voting rights, terms of redemption, liquidation preference, sinking fund terms, and number of shares constituting any series or the designation of any series. The issuance of preferred stock could have the effect of restricting dividends on the Company’s common stock, diluting the voting power of its common stock, impairing the liquidation rights of its common stock, or delaying or preventing a change in control. As of January 31, 2020 and 2019, no shares of preferred stock were outstanding.