Stockholders' Equity

12 Months Ended

Nov. 02, 2025

Stockholders’ Equity

Cash Dividends Declared and Paid


	Fiscal Year
	2025		2024		2023

	(In millions, except per share data)
Dividends per share to common stockholders	$	2.360	$	2.105	$	1.840
Dividends to common stockholders	$	11,142	$	9,814	$	7,645

Stock Repurchase Programs

In April 2025, our Board of Directors authorized a stock repurchase program to repurchase up to $10 billion of our common stock from time to time through December 31, 2025, which was extended to December 31, 2026 subsequent to fiscal year 2025. During fiscal year 2025, we repurchased and retired 16 million shares of our common stock for $2,450 million with a $7,550 million remaining authorized amount available for future purchases as of November 2, 2025. Repurchases under this stock repurchase program may be effected through a variety of methods, including open market or privately negotiated purchases. The timing and amount of shares repurchased will depend on the stock price, business and market conditions, corporate and regulatory requirements, alternative investment opportunities, acquisition opportunities and other factors. We are not obligated to repurchase any specific amount of shares of common stock, and the stock repurchase program may be suspended or terminated at any time.

In December 2021 and May 2022, our Board of Directors authorized stock repurchase programs to repurchase up to an aggregate of $20 billion of our common stock from time to time through December 31, 2023. During fiscal years 2024 and 2023, we repurchased and retired 67 million and 91 million shares of our common stock for $7,176 million and $5,824 million, respectively. All $20 billion of the aggregate authorized amount was utilized prior to expiration on December 31, 2023.

Equity Incentive Award Plans

2012 Plan

Under the Broadcom Inc. 2012 Stock Incentive Plan (the “2012 Plan”), we may grant stock options and stock appreciation rights with an exercise price that is no less than the fair market value on the date of grant, restricted stock awards, and RSUs to employees. No participant may be granted such awards for more than an aggregate of 40 million shares in any fiscal year. Equity awards granted generally vest over four years. The total shares authorized for issuance under the 2012 Plan are 450 million. Awards cancelled or forfeited and shares withheld to satisfy tax withholding obligations become available for future issuance. As of November 2, 2025, 299 million shares remained available for issuance under the 2012 Plan.

We may grant market-based RSUs with both a service condition and a market condition as part of our equity compensation programs. The market-based RSUs generally vest over four years, subject to satisfaction of market conditions. During fiscal years 2025, 2024 and 2023, we granted market-based RSUs under which grantees may receive the number of shares ranging from 0% to 200% of the original grant at vesting based upon the total stockholder return (“TSR”) on our common stock on an absolute basis and as compared to the TSR of an index group of companies. During fiscal year 2023, we also granted market-based RSUs vesting over five years, subject to satisfaction of stock price performance milestones.

2007 Plan

In connection with the VMware Merger, we assumed the VMware, Inc. Amended and Restated 2007 Equity and Incentive Plan (the “2007 Plan”) and outstanding unvested RSU awards and PSU awards originally granted by VMware under the 2007 Plan that were held by continuing employees. These assumed awards were converted into approximately 46 million Broadcom RSUs and will vest in accordance with their original terms, generally over four years. Under the 2007 Plan, we may grant stock options and stock appreciation rights with an exercise price that is no less than the fair market value on the date of grant, restricted stock, RSUs, and other stock-based or cash-based awards to employees. Equity awards granted under the 2007 Plan following the VMware Merger are expected to be on similar terms and consistent with similar grants made pursuant to the 2012 Plan. Awards cancelled or forfeited and shares withheld to satisfy tax withholding obligations become available for future issuance. As of November 2, 2025, 33 million shares remained available for issuance under the 2007 Plan.

Employee Stock Purchase Plan

The ESPP provides eligible employees with the opportunity to acquire an ownership interest in us through periodic payroll deductions, based on a 6-month look-back period, at a price equal to the lesser of 85% of the fair market value of our common stock at either the beginning or the end of the relevant offering period. The ESPP is structured as a qualified employee stock purchase plan under Section 423 of the Internal Revenue Code of 1986. However, the ESPP is not intended to be a qualified pension, profit sharing or stock bonus plan under Section 401(a) of the Internal Revenue Code of 1986 and is not subject to the provisions of the Employee Retirement Income Security Act of 1974.

Stock-Based Compensation Expense


	Fiscal Year
	2025		2024		2023

	(In millions)
Cost of products sold	$	218	$	119	$	88
Cost of subscriptions and services	626		545		122
Research and development	5,020		3,460		1,513
Selling, general and administrative	1,704		1,546		448
Total stock-based compensation expense(a)	$	7,568	$	5,670	$	2,171

Estimated income tax benefits for stock-based compensation	$	1,278	$	991	$	367
Excess income tax benefits for stock-based awards exercised or released	$	2,186	$	1,296	$	507

_____________________________

(a) Does not include stock-based compensation expense related to discontinued operations recognized during fiscal year 2024, which was included in loss from discontinued operations, net of income taxes in our consolidated statement of operations.

Stock-based compensation expense for fiscal years 2025 and 2024 included $479 million and $1,613 million, respectively, related to equity awards assumed in connection with the VMware Merger.

During the second quarter of fiscal year 2025, we granted two-year time- and market-based RSU awards (the “Two-Year Equity Awards”) in lieu of our annual employee equity awards historically granted in the second quarter of each fiscal year. Each of the Two-Year Equity Awards vests on the same basis as two annual grants with staggered vesting start dates of March 15, 2025 and March 15, 2026 and successive four-year vesting periods. We recognize stock-based compensation expense related to these awards from the grant date through their respective vesting date, ranging from four to five years. Stock-based compensation expense related to the Two-Year Equity Awards was $2,846 million for fiscal year 2025.

As of November 2, 2025, the total unrecognized compensation cost related to unvested stock-based awards was $23,833 million, which is expected to be recognized over the remaining weighted-average service period of 3.4 years.

The following table summarizes the weighted-average assumptions utilized to calculate the fair value of market-based awards granted in the periods presented:



	Fiscal Year
	2025		2024		2023
Risk-free interest rate	4.0	%	4.2	%	4.0	%
Dividend yield	1.2	%	1.7	%	3.3	%
Volatility	39.1	%	32.0	%	32.8	%
Expected term (in years)	4.4		3.6		4.8

The risk-free interest rate was derived from the average U.S. Treasury Strips rate, which approximated the rate in effect appropriate for the term at the time of grant.

The dividend yield was based on the historical and expected dividend payouts as of the respective award grant dates.

The volatility was based on our own historical stock price volatility over the period commensurate with the expected life of the awards and the implied volatility of a 180-day call option on our own common stock measured at a specific date.

The expected term was commensurate with the awards’ contractual terms.

Restricted Stock Unit Awards

A summary of RSU activity was as follows:


	Number of RSUs Outstanding	Weighted-Average Grant Date Fair Value Per Share

	(In millions, except per share data)
Balance as of October 30, 2022	175	$	23.85
Granted	124	$	51.98
Vested	(74)	$	26.25
Forfeited	(7)	$	30.79
Balance as of October 29, 2023	218	$	38.92
Assumed in VMware Merger	46	$	96.85
Granted	81	$	115.58
Vested	(107)	$	54.34
Forfeited	(25)	$	88.62
Balance as of November 3, 2024	213	$	66.44
Granted	120	$	192.37
Vested	(87)	$	71.63
Forfeited	(17)	$	108.28
Balance as of November 2, 2025	229	$	127.63

The aggregate fair value of RSUs that vested in fiscal years 2025, 2024 and 2023 was $21,721 million, $14,914 million and $5,423 million, respectively, which represented the market value of our common stock on the date that the RSUs vested. The number of RSUs vested included shares of common stock that we withheld for settlement of employees’ tax obligations due upon the vesting of RSUs.