Hewlett Packard Enterprise CoHPE
Hewlett Packard Enterprise Co Stock Compensation Disclosure
Stock-Based Compensation
On April 14, 2021 (the “Approval Date”), shareholders of the Company approved the Hewlett Packard Enterprise Company 2021 Stock Incentive Plan (the “2021 Plan”) that replaced the Company’s 2015 Stock Incentive Plan (the “2015 Plan”). The 2021 Plan provides for the grant of various types of awards including restricted stock awards, stock options and performance-based awards. These awards generally vest over 3 years from the grant date. The maximum number of shares as of the Approval Date that may be delivered to the participants under the 2021 Plan shall not exceed 7 million shares, plus 35.8 million shares that were available for grant under the 2015 Plan and any awards granted under the 2015 Plan prior to the Approval Date that were cash-settled, forfeited, terminated, or lapsed after the Approval Date. On April 5, 2023, April 10, 2024
and April 2, 2025, shareholders of the Company approved amendments to the 2021 Plan thereby increasing the overall number of shares available for issuance by 18 million shares, 22 million shares, and 22 million shares, respectively. As of October 31, 2025, the Company had remaining authorization of 49.7 million shares under the 2021 Plan.
Stock-Based Compensation Expense
Stock-based compensation expense and the resulting tax benefits were as follows:
| For the fiscal years ended October 31, | |||||||||||||||||
| 2025 | 2024 | 2023 | |||||||||||||||
| In millions | |||||||||||||||||
| Stock-based compensation expense | $ | 643 | $ | 430 | $ | 428 | |||||||||||
| Income tax benefit | (151) | (96) | (92) | ||||||||||||||
| Stock-based compensation expense, net of tax | $ | 492 | $ | 334 | $ | 336 | |||||||||||
Stock-based compensation expense as presented in the table above is recorded within the following cost and expense lines in the Consolidated Statements of Earnings.
| For the fiscal years ended October 31, | |||||||||||||||||
| 2025 | 2024 | 2023 | |||||||||||||||
| In millions | |||||||||||||||||
| Cost of sales | $ | 49 | $ | 49 | $ | 47 | |||||||||||
| Research and development | 208 | 158 | 161 | ||||||||||||||
| Selling, general and administrative | 348 | 223 | 220 | ||||||||||||||
| Acquisition, disposition and other charges | 38 | — | — | ||||||||||||||
| Stock-based compensation expense | $ | 643 | $ | 430 | $ | 428 | |||||||||||
Employee Stock Purchase Plan
Effective November 1, 2015, the Company adopted the Hewlett Packard Enterprise Company 2015 Employee Stock Purchase Plan (“ESPP”). The total number of shares of Company's common stock authorized under the ESPP was 80 million. The ESPP allows eligible employees to contribute up to 10% of their eligible compensation to purchase Hewlett Packard Enterprise's common stock. The ESPP provides for a discount not to exceed 15% and an offering period up to 24 months. The Company currently offers 6-month offering periods during which employees have the ability to purchase shares at 95% of the closing market price on the purchase date. No stock-based compensation expense was recorded in connection with those purchases, as the criteria of a non-compensatory plan were met.
Restricted Stock Units
Restricted stock units have forfeitable dividend equivalent rights equal to the dividend paid on common stock. Restricted stock units do not have the voting rights of common stock, and the shares underlying restricted stock units are not considered issued and outstanding upon grant. The fair value of the restricted stock units is the closing price of the Company's common stock on the grant date of the award. The Company expenses the fair value of restricted stock units ratably over the period during which the restrictions lapse.
The following table summarizes restricted stock unit activity for the year ended October 31, 2025:
| Shares | Weighted-Average Grant Date Fair Value Per Share | ||||||||||
| In thousands | |||||||||||
| Outstanding at beginning of year | 55,613 | $ | 16 | ||||||||
Granted and replacement awards for acquisitions | 66,385 | 21 | |||||||||
| Vested | (41,471) | 18 | |||||||||
| Forfeited/canceled | (5,117) | 19 | |||||||||
| Outstanding at end of year | 75,410 | $ | 19 | ||||||||
The total grant date fair value of restricted stock awards vested for Company employees in fiscal 2025, 2024, and 2023 was $716 million, $348 million and $319 million, respectively. As of October 31, 2025, there was $770 million of unrecognized pre-tax stock-based compensation expense related to unvested restricted stock units, which the Company expects to recognize over the remaining weighted-average vesting period of 1.4 years.
Performance Restricted Units
The Company issues performance-adjusted restricted stock units (“PARSU”) that vest only on the satisfaction of service, performance and market conditions. The Company estimates the fair value of PARSUs subject to performance-contingent vesting conditions using the Monte Carlo simulation model. The expenses associated with these performance restricted units were not material for any of the periods presented.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Dec 18, 2025 | Showing above |
| 2024 | Dec 19, 2024 | |
| 2023 | Dec 22, 2023 | |
| 2022 | Dec 8, 2022 | |
| 2021 | Dec 10, 2021 | |
| 2020 | Dec 10, 2020 | |
| 2019 | Dec 13, 2019 | |
| 2018 | Dec 12, 2018 | |
About Stock Compensation Disclosures
Stock-based compensation disclosures detail the equity awards granted to employees and executives — including stock options, restricted stock units (RSUs), and performance shares — along with the valuation methods and assumptions used to expense them. This section reveals the true cost of talent retention and the alignment between management incentives and shareholder interests.
Key signals: total unrecognized compensation expense and its expected recognition period signal future earnings headwinds from already-granted awards. For stock options, examine Black-Scholes assumptions — expected volatility, risk-free rate, and expected term — as understating any of these reduces reported compensation expense. Compare stock compensation expense as a percentage of revenue against peers to assess dilution cost. Watch vesting schedules for acceleration clauses tied to change-of-control events. Performance-based awards with undemanding targets may indicate weak governance. Add back stock compensation to operating cash flow to calculate a more conservative free cash flow figure.