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Stockholders' Equity
 3 Months Ended
Nov. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Stockholders' Equity Stockholders’ Equity
The Company recognized stock-based compensation expense within selling, general and administrative expense as follows (in millions):
 Three months ended
 November 30, 2024November 30, 2023
Restricted stock units$40 $42 
Employee stock purchase plan4 4 
Total$44 $46 
As of November 30, 2024, the shares available to be issued under the 2021 Equity Incentive Plan were 7,098,261.
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 three months ended November 30, 2024, and 2023, the Company awarded approximately 0.6 million and 0.4 million time-based restricted stock units, respectively, 0.1 million and 0.1 million performance-based restricted stock units, respectively, and 0.1 million and 0.1 million market-based restricted stock units, respectively.
The following represents the stock-based compensation information as of the period indicated (in millions):
 November 30, 2024
Unrecognized stock-based compensation expense – restricted stock units$99 
Remaining weighted-average period for restricted stock units expense1.6 years
Common Stock Outstanding
The following represents the common stock outstanding for the periods indicated:
Three months ended
November 30, 2024November 30, 2023
Common stock outstanding:
Beginning balances
113,744,167 131,294,422 
Vesting of restricted stock
1,082,612 1,766,775 
Purchases of treasury stock under employee stock plans
(323,000)(526,028)
Treasury shares purchased(2,810,720)(3,887,738)
Ending balances
111,693,059 128,647,431 
Treasury Shares Purchased
The Company repurchases shares of its common stock under share repurchase programs authorized by the Company’s Board of Directors. The following Board approved share repurchase programs were executed through a combination of open market transactions and accelerated share repurchase (“ASR”) agreements (in millions):
Board Approval DateAmount AuthorizedShares RepurchasedTotal Cash UtilizedRemaining AuthorizationAuthorization Completion Date
2022 Share Repurchase ProgramQ4 FY 2021$1,000 16.5$1,000 $— Q2 FY 2023
2023 Share Repurchase ProgramQ1 FY 2023$1,000 2.7$224 
(1)
Q4 FY 2023
Amended 2023 Share Repurchase Program(2)
Q1 FY 2024$2,500 20.4$2,500 $— Q1 FY 2025
2025 Share Repurchase Program(3)
Q1 FY 2025$1,000 4.3$636 $364 
(1)In September 2023, the Board of Directors amended and increased the 2023 Share Repurchase Program to allow for the repurchase of up to $2.5 billion of the Company’s common stock.
(2)In September 2024, an ASR transaction was completed, and 1.0 million additional shares were delivered under the Q4 FY 2024 ASR agreements. As of November 30, 2024, no authorization remained under the amended 2023 Share Repurchase Program.
(3)As of January 2, 2025, 4.3 million shares had been repurchased for $636 million and $364 million remains available under the 2025 Share Repurchase Program.
Under ASR agreements, the Company makes payments to the participating financial institutions and receives an initial delivery of shares of common stock. The final number of shares delivered upon settlement of the ASR agreements is determined based on a discount to the volume weighted average price of the Company’s common stock during the term of the agreements. At the time the shares are received by the Company, the initial delivery and the final receipt of shares upon settlement of the ASR agreements results in an immediate reduction of the outstanding shares used to calculate the weighted-average common shares outstanding for basic and diluted earnings per share.
The terms of ASR agreements, structured as outlined above, were as follows (in millions, except average price):
Agreement Execution DateAgreement Settlement DateAgreement AmountInitial Shares DeliveredAdditional Shares DeliveredTotal Shares DeliveredAverage Price Paid Per Share
Q1 FY 2024Q1 FY 2024$500 3.30.63.9$128.61 
Q4 FY 2024Q1 FY 2025$555 4.21.05.2$107.08 
Q2 FY 2025Q3 FY 2025$310 1.8(1)(1)$145.00 
(1)In December 2024, as part of the 2025 Share Repurchase Program, the Company entered into ASR agreements to repurchase $310 million, excluding excise tax, of the Company’s common stock. Under the ASR agreements, the Company made payments of $310 million to participating financial institutions and received an initial delivery of shares of common stock. The delivery of any remaining shares will occur at the final settlement of the transactions under the ASR agreements.
In addition, the Company repurchased shares of its common stock through the open market as follows (in millions):
Three months ended
November 30, 2024November 30, 2023
SharesCostSharesCost
Open market share repurchases(1)
1.8$232 0.0$— 
(1)As of November 30, 2024, $768 million remains available under the 2025 Share Repurchase Program.
Warrants
On December 27, 2024, the Company issued a warrant (the “Warrant”) to Amazon.com NV Investment Holdings LLC (“Warrantholder”) to acquire up to 1,158,539 ordinary shares of the Company (“Warrant Shares”) at an initial exercise price of $137.7671 per share, which is the preceding 30 trading day VWAP. The Warrant allows for cashless exercise and expires December 27, 2031. The Warrant Shares are subject to vesting for payments for purchased products and services over the Warrant term, with a portion of the Warrant Shares having vested as of the Warrant issuance.

Upon the consummation of an acquisition transaction (as defined in the Warrant), subject to certain exceptions, the unvested portion of the Warrant will vest in full. So long as the Warrant is unexercised, the Warrant does not entitle the Warrantholder to any voting rights or any other common stockholder rights. The exercise price and the number of Warrant Shares are subject to customary anti-dilution adjustments.