XML 40 R16.htm IDEA: XBRL DOCUMENT v3.25.0.1
Stockholders' Equity and Stock-Based Compensation
12 Months Ended
Dec. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Stockholders' Equity and Stock-Based Compensation Stockholders' Equity and Stock-Based Compensation
Stock Repurchase Program
In April 2024, we completed repurchases under our previous $1.0 billion stock repurchase program (the “Prior Repurchase Program”). In May 2024, our board of directors authorized a new $1.2 billion stock repurchase program (the “New Repurchase Program” and together with the Prior Repurchase Program, the "Repurchase Programs"), which expires in May 2027. This authorization allows us to repurchase shares of our common stock that will be funded from working capital. Repurchases may be made at management's discretion from time to time on the open market, through privately negotiated transactions, transactions structured through investment banking institutions, block purchases, trading plans under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or a combination of the foregoing. The Repurchase Programs do not obligate us to acquire any of our common stock, and may be suspended or discontinued by the company at any time without prior notice. During the year ended December 31, 2024, we repurchased a total of $279.0 million of our common stock under our New Repurchase Program and $144.6 million of our common stock under our Prior Repurchase Program. As of December 31, 2024, the remaining authorized amount for stock repurchases under the New Repurchase Program was approximately $921.0 million.
A summary of the stock repurchase activities for the years ended December 31, 2024 and 2023 is as follows, as adjusted to give effect to the Stock Split (in thousands, except per share amounts):
Year Ended December 31,
20242023
Aggregate purchase price$423,619 $112,279 
Shares repurchased5,492 3,816 
Average price paid per share$77.13 $29.43 
The aggregate purchase price of repurchased shares of our common stock is recorded as a reduction to retained earnings in our consolidated statements of stockholders' equity. All shares repurchased have been retired.
2014 Equity Incentive Plan
On April 16, 2024, our board of directors adopted an amended and restated Arista Networks, Inc. 2014 Equity Plan ("Restated Plan"), effective April 17, 2024 ("Effective Date") subject to the approval of our stockholders, which was approved at the 2024 Annual Meeting of Stockholders on June 7, 2024.
    The Restated Plan provides for the grant of equity-based awards, including stock options, restricted stock units, restricted stock, stock appreciation rights, and performance awards. The share pool available under the prior version of the Company's 2014 Equity Incentive Plan ("Prior Plan") was extinguished, and the Restated Plan provides for a new share pool not to exceed (i) 52,800,000 shares of our Common Stock (“Shares”), plus (ii) any Shares subject to awards under the Prior Plan that, on or after the Effective Date, expired or otherwise terminated without having been exercised in full, or that were forfeited to or repurchased by us, including net settlement of Shares subject to restricted stock units, with the maximum number of Shares to be added to the Restated Plan as a result of clause (ii) equal to 40,158,628 Shares. The Restated Plan’s terms are substantially similar to the Prior Plan’s terms, including with respect to treatment of equity awards in the event of a “change in control” as defined under the Restated Plan, but with certain modifications, including the elimination of the automatic “evergreen” share reserve increase provided for under the Prior Plan. As of December 31, 2024, there remained approximately 52.4 million shares available for grant under the Restated Plan, as adjusted to give effect to the Stock Split.
2014 Employee Stock Purchase Plan
In April 2014, the board of directors and stockholders approved the 2014 Employee Stock Purchase Plan (“ESPP”). The ESPP became effective on the first day that our common stock was publicly traded. The number of shares reserved for issuance under the ESPP increases automatically on January 1 of each year by the number of shares equal to 1% of our shares outstanding immediately preceding December 31, but not to exceed 40 million shares, unless the board of directors, in its discretion, determines to make a smaller increase. Effective January 1, 2024, our board of directors authorized an increase of 12.5 million shares, as adjusted to give effect to the Stock Split, for future issuance under the ESPP. As of December 31, 2024, there remained 104.9 million shares available for issuance under the ESPP.
Under our ESPP, eligible employees are permitted to acquire shares of our common stock at 85% of the lower of the fair market value of our common stock on the first trading day of each offering period or on the exercise date. Each offering period lasts approximately two years starting on the first trading date after February 15 and August 15 of each year, and includes purchase dates every six months on or after February 15 and August 15 of each year. Participants may purchase shares
of common stock through payroll deductions up to 15% of their eligible compensation, subject to Internal Revenue Service mandated purchase limits.
During the year ended December 31, 2024, we issued 1.12 million shares at an average purchase price of $29.08 per share under our ESPP, as adjusted to give effect to the Stock Split.
Stock Option Activities
The following table summarizes the option activities and related information, as adjusted to give effect to the Stock Split (in thousands, except years and per share amounts):
Number of
Shares
Underlying
Outstanding Options
Weighted-
Average
Exercise
Price per Share
Weighted-
Average
Remaining
Contractual
Term (In Years) 
Aggregate
Intrinsic
Value
Balance—December 31, 20239,828 $4.96 1.7$529,931 
Options granted — — 
Options exercised (6,642)4.14 
Options canceled(96)5.02 
Balance—December 31, 20243,090 $6.71 1.5$320,854 
Vested and exercisable—December 31, 20242,986 $6.43 1.5$310,814 
We did not grant any stock options during the years ended December 31, 2024, 2023 and 2022. The aggregate intrinsic value of options exercised during the years ended December 31, 2024, 2023 and 2022 was $495.1 million, $525.3 million and $311.7 million, respectively. The total fair value of options vested for the years ended December 31, 2024, 2023 and 2022 was approximately $5.6 million, $8.7 million and $16.6 million, respectively.
Restricted Stock Unit (RSU) Activities
The following table summarizes the RSU activities and related information, as adjusted to give effect to the Stock Split (in thousands, except per share amounts):
Number of
Shares
Weighted-
Average Grant
Date Fair Value Per Share
Balance—December 31, 202331,600 $28.19 
       RSUs and PRSUs granted 10,142 72.61 
       RSUs and PRSUs vested(10,731)23.75 
       RSUs and PRSUs forfeited/canceled(2,402)36.11 
Unvested balance—December 31, 202428,609 $45.46 
The weighted-average grant-date fair value of RSUs granted during the years ended December 31, 2024, 2023 and 2022 was $72.61, $39.49 and $25.34 per share, respectively, as adjusted to give effect to the Stock Split. The total fair value of RSUs vested for the years ended December 31, 2024, 2023 and 2022 was approximately $251.8 million, $225.5 million, and $174.0 million, respectively.
Stock-Based Compensation Expense
The following table summarizes the stock-based compensation expense related to our equity awards (in thousands):
Year Ended December 31,
202420232022
Cost of revenue $15,786 $12,789 $9,688 
Research and development 211,807 172,177 130,897 
Sales and marketing
78,762 71,074 57,571 
General and administrative 49,009 40,716 32,778 
           Total stock-based compensation $355,364 $296,756 $230,934 
Determination of Fair Value
We record stock-based compensation awards based on fair value as of the grant date. We value RSUs at the market close price of our common stock on the grant date. For option awards and ESPP offerings, we use the Black-Scholes option pricing model to determine fair value. We recognize such costs as compensation expense generally on a straight-line basis over the requisite service period of the award.
As of December 31, 2024, there were $1.0 billion of unrecognized compensation costs related to all unvested awards. The unamortized compensation costs are expected to be recognized over a weighted-average period of approximately 4.2 years.