Share Incentive Plan

12 Months Ended

May 03, 2025

Share-Based Payment Arrangement [Abstract]

2015 Stock Plan

The Company adopted the 2015 Stock Plan (the 2015 Plan) in February 2015. The 2015 Plan was an equity incentive program under which employees of the Company or its subsidiary corporations (including officers), non-employee members of the Company’s board of directors, and consultants to the Company or its subsidiary corporations were offered an opportunity to acquire the Company’s ordinary shares. The 2015 Plan provided both for the direct award or sale of ordinary shares (RSAs) and for the grant of options to purchase ordinary shares. Options granted under the 2015 Plan were Incentive Stock Options (ISOs) intended to qualify under Title 26 U.S. Code Section 422 or Non-qualified Stock Options (NSOs) which were not intended to so qualify. Only employees, outside directors and consultants of either the Company or a subsidiary of the Company, were eligible for the grant of NSO or the direct award or sale of ordinary shares. Only employees of either the Company or of a subsidiary of the Company, were eligible for the grant of ISOs.

As of January 27, 2022, the 2015 Plan has ceased to be available for grants of new awards. Prior to the aforementioned cessation of the 2015 Plan for new grants and as of April 30, 2022, 26.0 million ordinary shares were authorized for issuance under the 2015 Plan. Options under the 2015 Plan may be granted for periods of up to ten years and at prices no less than 100% of the estimated fair value of the shares on the date of grant as determined by the Company’s Board of Directors. Both RSAs and options granted generally vest over four years and vest at a rate of 25% upon the first anniversary of the issuance date and 1/48th per month thereafter.

A summary of information related to share option activity, excluding options early exercised, is as follows:


	Outstanding Share Options (in millions)	Weighted-Average Exercise Price	Weighted-Average Remaining Contractual Term	Aggregate Intrinsic Value (in millions)
Balances as of April 30, 2022	11.4	$1.94	7.12	$	103.4
Options exercised and vested	(2.2)	$1.48
Options canceled/ forfeited	(0.2)	$3.34
Balances as of April 29, 2023	8.9	$2.02	6.22	$	0.1
Options exercised and vested	(2.3)	$1.98
Options canceled/ forfeited	(0.2)	$4.64
Balances as of April 27, 2024	6.4	$1.97	5.30	$	106.5
Options exercised and vested	(2.9)	$1.64
Options canceled/ forfeited	—	$4.58
Balances as of May 3, 2025	3.5	$2.23	4.79	$	162.8
Vested or expected to vest as of May 3, 2025	3.5	$2.23	4.79	$	162.8
Exercisable as of May 3, 2025	3.5	$2.21	4.78	$	161.6

During the years ended May 3, 2025, April 27, 2024 and April 29, 2023, the total intrinsic value of options exercised was $130.5 million, $36.2 million and $22.2 million, respectively. The weighted-average grant date fair value of options vested was $1.64, $1.52 and $1.41 per share for the years ended May 3, 2025, April 27, 2024 and April 29, 2023, respectively.

The total grant date fair value of share options that vested was $6.8 million, $13.3 million and $15.6 million as of May 3, 2025,April 27, 2024 and April 29, 2023, respectively. As of May 3, 2025, the total unrecognized compensation cost was $0.1 million related to share options, which are expected to be recognized over a weighted-average period of 0.21 years.

2021 Long-Term Incentive Plan

In December 2021, the Company adopted the 2021 long-term incentive plan (the 2021 Plan). Upon the adoption, the 2021 Plan had 19.9 million ordinary shares reserved for issuance. Awards granted under the 2021 Plan may include, but are not limited to, options, time-based restricted share units (RSUs) and performance-based restricted share units (PSUs). RSU and PSU awards are denominated in ordinary shares, but may be settled in cash or shares upon vesting, as determined by the Company at the time of grant. None of the awards granted under the 2021 Plan as of May 3, 2025 allowed cash settlement. Awards under the 2021 Plan generally vest over 4 years. As of May 3, 2025, 18.9 million shares remained available for future issuance under the 2021 Plan.

A summary of time-based RSU activity is as follows:


	Number of shares (in millions)	Weighted-Average Grant Date Fair Value		Weighted-Average Remaining Contractual Term	Aggregate Intrinsic Value (in millions)
Balances as of 4/30/2022	4.1	$10.26		1.65	$	45.6
Granted	5.5	$12.34
Vested	(1.4)	$10.17
Canceled/ forfeited	(0.4)	$10.80
Balances as of 4/29/2023	7.8	$	11.66	1.65	$	63.2
Granted	5.4	$	20.08
Vested	(2.6)	$	11.98
Canceled/ forfeited	(0.4)	$	11.49
Balances as of 4/27/2024	10.1	$	16.11	1.52	$	188.2
Granted	3.9	$	59.10
Vested	(4.0)	$	15.53
Canceled/ forfeited	(0.6)	$	20.05
Balances as of 5/03/2025	9.5	$	33.88	1.39	$	458.1
Expected to vest as of May 03, 2025	9.5	$	33.88	1.39	$	458.1

As of May 3, 2025, unamortized compensation expense related to RSUs was $318.6 million. The unamortized compensation expense for RSUs will be amortized on a straight-line basis and is expected to be recognized over a weighted-average period of 2.66 years.

During fiscal year 2025, the Company granted 0.2 million PSUs to certain named executive officers which will be eligible to become earned between 0% and 200% of target levels based on the Company’s achievement of specified revenue goals for the fiscal year ending May 2, 2026. At the end of such fiscal year, the Compensation Committee will measure the achievement of such goals and determine the number of Refresh PSUs that have become earned based on performance (the Achievement PSUs). The Achievement PSUs will then be subject to a service-based vesting requirement over an additional three-year period, with 25% on the number of Achievement PSUs vesting on each of June 10, 2026, June 10, 2027, June 10, 2028 and June 10, 2029. In the event of a termination of service due to an executive’s death or disability, any unvested PSUs will vest in full as of the date of termination with respect to the number of Achievement PSUs (or target PSUs, if the number of Achievement PSUs has not yet been determined).

As of May 3, 2025, the PSUs remain unvested and there were no cancellations/forfeitures. The weighted-average grant date fair value of the PSUs was $43.70 with a weighted-average remaining contractual term of 2.5 years and aggregate intrinsic value of $10.1 million As of May 3, 2025, unamortized compensation expense related to PSUs was $17.1 million.

Employee Stock Purchase Plan

In January 2022, the Company adopted the Employee Stock Purchase Plan (ESPP). Under the ESPP, a total of 3.8 million shares have been authorized for the grant of shares and participants can purchase the Company’s ordinary shares using payroll deductions, which may not exceed 15% of their total cash compensation. Pursuant to the terms of the ESPP, the “look-back” period for the share purchase price is 24 months. Offering and purchase periods begin on January 1 and July 1 of each year. Participants will be granted the right to purchase ordinary shares at a price per share that is 85% of the lesser of the fair market value of the shares at (i) the participant’s entry date into the two-year offering period or (ii) the end of each six-month purchase period within the offering period.

During the years ended May 3, 2025, April 27, 2024 and April 29, 2023, 0.2 million, 0.3 million and 0.2 million shares were issued under the ESPP, respectively. As of May 3, 2025, 6.0 million shares remained available for future issuance under the ESPP.

The following weighted-average assumptions to calculate the fair value of ordinary shares to be issued under the ESPP on the date of grant using the Black-Scholes option pricing model in the periods presented:


	Year Ended
	May 3, 2025	April 27, 2024	April 29, 2023
Grant date fair value	10.51	6.04	4.27
Expected volatility	74.99%	56.13%	34.00%
Expected term (in years)	1.18	1.33	0.93
Risk-free interest rate	4.74%	3.40%	1.54%
Expected dividend yield	—%	—%	—%

Summary of Share-based Compensation Expense

The following table summarizes share-based compensation cost included in the consolidated statements of operations (in thousands).


	Year Ended
	May 3, 2025		April 27, 2024		April 29, 2023
Cost of revenue	$	1,194	$	1,131	$	634
Research and development	41,930		21,359		13,326
Selling, general and administrative	34,231		16,532		9,556
	$	77,355	$	39,022	$	23,516