The 2021 Equity Incentive Plan (the “2021 EIP”) provides for the grant of restricted stock awards, restricted stock unit awards and other stock-based awards. The maximum aggregate number of shares of common stock that are available for issuance under the 2021 EIP is 11,000,000.


			Shares Available for Grant
Balance as of August 31, 2025			7,135,170

Restricted stock units granted, net of forfeitures(1)			(542,142)
Balance as of August 31, 2026			6,593,028

Certain key employees have been granted time-based, performance-based and market-based restricted stock units. The time-based restricted stock units granted 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 200%, 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.


	Shares	Weighted-Average Grant-Date Fair Value
Outstanding as of August 31, 2025	2,317,754	$	115.06
Changes during the period
Shares granted(1)	637,500	$	224.12
Shares vested	(1,121,753)	$	87.81
Shares forfeited	(95,358)	$	123.28
Outstanding as of August 31, 2026	1,738,143	$	172.20

(1)For those shares of common stock granted that are based on the achievement of certain performance criteria, the amount represents the maximum number of shares of common stock that can vest. During the fiscal year ended August 31, 2026, the Company awarded approximately 0.4 million time-based restricted stock units, 0.1 million performance-based restricted stock units and 0.1 million market-based restricted stock units based on target performance criteria.


	Fiscal Year Ended August 31,
	2026		2025		2024

Fair value of restricted stock units vested	$	99	$	91	$	85
Tax benefit for stock compensation expense(1)	$	4	$	2	$	3
Unrecognized stock-based compensation expense – restricted stock units	$	63
Remaining weighted-average period for restricted stock units expense	1.3 years

The maximum aggregate number of shares of common stock available for issuance under the 2011 Employee Stock Purchase Plan (the “ESPP”) is 23,000,000.

Employees are eligible to participate in the ESPP after 90 days of employment with the Company. The ESPP permits eligible employees to purchase common stock through payroll deductions, which may not exceed 10% of an employee’s compensation, as defined in the ESPP, at a price equal to 85% of the fair value of the common stock at the beginning or end of the offering period, whichever is lower. The ESPP is intended to qualify under Section 423 of the Internal Revenue Code. As of August 31, 2026, 8,382,115 shares of common stock remained available for issue under the 2011 ESPP.

The fair value of shares of common stock issued under the ESPP was estimated on the commencement date of each offering period using the Black-Scholes option pricing model. The following weighted-average assumptions were used in the model for each respective period:


	Fiscal Year Ended August 31,
	2026		2025		2024
Expected dividend yield	0.1	%	0.1	%	0.1	%
Risk-free interest rate	4.0	%	4.9	%	5.4	%
Expected volatility(1)	40.6	%	39.1	%	34.1	%
Expected life	0.5 years		0.5 years		0.5 years

The following table sets forth certain information relating to the Company’s cash dividends declared to common stockholders during fiscal years 2026 and 2025:


(in millions, except for per share data)	Dividend Declaration Date	Dividend per Share		Total of Cash Dividends Declared		Date of Record for Dividend Payment	Dividend Cash Payment Date
Fiscal Year 2026	October 16, 2025	$	0.08	$	9	November 17, 2025	December 2, 2025
	January 22, 2026	$	0.08	$	9	February 17, 2026	March 3, 2026
	April 23, 2026	$	0.08	$	8	May 15, 2026	June 2, 2026
	July 16, 2026	$	0.08	$	8	August 14, 2026	September 2, 2026
Fiscal Year 2025	October 17, 2024	$	0.08	$	9	November 15, 2024	December 3, 2024
	January 23, 2025	$	0.08	$	8	February 18, 2025	March 4, 2025
	April 16, 2025	$	0.08	$	9	May 15, 2025	June 3, 2025
	July 17, 2025	$	0.08	$	9	August 15, 2025	September 3, 2025

The following represents the common stock outstanding for the fiscal year ended:


	Fiscal Year Ended August 31,
	2026	2025	2024
Common stock outstanding:
Beginning balances	107,480,895	113,744,167	131,294,422

Shares issued under employee stock purchase plan	383,194	593,727	628,960
Vesting of restricted stock	1,121,753	1,117,182	1,802,380
Purchases of treasury stock under employee stock plans	(319,406)	(330,256)	(537,318)
Treasury shares purchased	(4,190,651)	(7,643,925)	(19,444,277)
Ending balances	104,475,785	107,480,895	113,744,167

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 accelerated share repurchase (“ASR”) agreements and open market transactions (in millions):


	Board Approval Date	Amount Authorized		Shares Repurchased	Total Cash Utilized		Remaining Authorization		Authorization Completion Date



Amended 2023 Share Repurchase Program	Q1 FY 2024	$	2,500	20.4	$	2,500	$	—	Q1 FY 2025
2025 Share Repurchase Program	Q1 FY 2025	$	1,000	6.6	$	1,000	$	—	Q4 FY 2025
2026 Share Repurchase Program	Q4 FY 2025	$	1,000	4.0	$	1,000	$	—	Q4 FY 2026
2027 Share Repurchase Program(1)	Q4 FY 2026	$	1,500	1.9	$	602	$	898

(1)As of August 31, 2026, 0.2 million shares of common stock had been repurchased for $60 million and $1.4 billion remains available under the 2027 Share Repurchase Program. As of October 20, 2026, 1.9 million shares of common stock had been repurchased for $602 million and $898 million remained available under the 2027 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 of common stock 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. The initial delivery and final delivery of shares of common stock, results in an immediate reduction of the outstanding shares of common stock 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 Date	Agreement Settlement Date		Agreement Amount		Initial Shares Delivered	Additional Shares Delivered	Total Shares Delivered	Average Price Paid Per Share
Q1 FY 2024	Q1 FY 2024		$	500	3.3	0.6	3.9	$	128.61
Q4 FY 2024	Q1 FY 2025		$	555	4.2	1.0	5.2	$	107.08
Q2 FY 2025	Q3 FY 2025		$	310	1.8	0.2	2.0	$	154.44
Q3 FY 2025	Q4 FY 2025		$	309	1.8	0.0	1.8	$	171.91
Q1 FY 2026	Q2 FY 2026	(1)	$	45	0.2	0.0	0.2	$	209.67
Q2 FY 2026	Q3 FY 2026	(2)	$	200	0.8	0.0	0.8	$	246.29
Q1 FY 2027	Q2 FY 2027		$	281	0.8	(3)	(3)	$	304.41

(1)In October 2025, the Company entered into ASR agreements to repurchase $45 million, excluding excise tax, of the Company’s common stock. Under the ASR agreements, the Company made payments of $45 million to participating financial institutions and received an initial delivery of shares of common stock. In December 2025, the ASR transaction was completed and the final delivery of shares of common stock was received.

(2)In December 2025, the Company entered into ASR agreements to repurchase $200 million, excluding excise tax, of the Company’s common stock. Under the ASR agreements, the Company made payments of $200 million to participating financial institutions and received an initial delivery of shares of common stock. In March 2026, the ASR transaction was completed and the final delivery of shares of common stock was received.

(3)In October 2026, the Company entered into ASR agreements to repurchase $281 million, excluding excise tax, of the Company’s common stock. Under the ASR agreements, the Company made payments of $281 million to participating financial institutions and received an initial delivery of shares of common stock. The delivery of any remaining shares of common stock 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):


	Fiscal Year Ended August 31,
	2026			2025			2024
	Shares	Cost		Shares	Cost		Shares	Cost
Open market share repurchases(1)	3.2	$	815	2.8	$	377	11.3	$	1,445

(1)As of October 20, 2026, 1.1 million shares of common stock had been repurchased for $321 million through open market transactions under the 2027 Share Repurchase Program.

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 seven-year Warrant term, with 59,582 of the Warrant Shares having vested upon 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.

The estimated fair value of the Warrant was determined as of the issuance date, using the Black-Scholes option pricing model. The following assumptions were used in the model: