v3.26.1
SHARE-BASED COMPENSATION AND WARRANTS (Tables)
12 Months Ended
Mar. 31, 2026
Share-Based Payment Arrangement, Recognized Amount [Abstract]  
Schedule of Share-Based Compensation Expense
The following table summarizes the Company's stock-based compensation expense for the 2017 Plan:
 Fiscal Year Ended March 31,
 202620252024
 (In millions)
Cost of sales$34 $32 $28 
Selling, general and administrative expenses108 93 85 
Total share-based compensation expense$142 $125 $113 
Schedule of Restricted Stock Units Valuation Assumptions
The fair value of the Company's RSU awards under the 2017 Plan, whereby vesting is contingent on meeting certain market conditions, for fiscal years 2026, 2025, and 2024 was estimated using the following weighted-average assumptions:
 Fiscal Year Ended March 31,
 202620252024
Expected volatility38.1 %34.6 %36.9 %
Average peer volatility37.6 %34.0 %35.2 %
Average peer correlation0.30.30.4
Risk-free interest rate3.9 %4.4 %4.3 %
Schedule of RSU Award Activity
The following table summarizes the Company's RSU award activity under the 2017 Plan ("Price" reflects the weighted-average grant-date fair value):
Fiscal Year Ended March 31,
202620252024
SharesPrice SharesPriceSharesPrice
Unvested RSU awards outstanding, beginning of fiscal year11,731,235 $24.96 15,367,056 $17.73 15,348,615 $16.79 
Granted (1)4,227,640 45.52 5,747,499 33.38 6,162,067 27.86 
Vested (1)(7,109,890)19.95 (8,213,127)16.46 (8,529,857)14.34 
Forfeited (2)(611,930)30.04 (1,170,193)20.88 (994,150)19.76 
Nextracker spin-off adjustment (3) (4)— — 3,380,381 
Unvested RSU awards outstanding, end of fiscal year8,237,055 $35.67 11,731,235 $24.96 15,367,056 $17.73 
(1)Included in fiscal years 2026, 2025 and 2024, amounts are 1.0 million, 0.7 million and 1.2 million of share bonus awards representing the number of awards achieved above target levels based on the achievement of certain market and performance conditions for awards granted in fiscal years 2023, 2022 and 2021, respectively. These awards were issued and immediately vested in accordance with the terms and conditions of the underlying awards.
(2)Fiscal year 2024, includes immaterial RSU awards previously granted to Nextracker employees under the 2017 Plan and subsequently canceled in connection with the Nextracker spin-off.
(3)Represents an adjustment to the outstanding RSU awards under the terms of the 2017 Plan using a conversion ratio of approximately 1.29 as a result of the Nextracker spin-off.
(4)The weighted-average grant date fair value of the RSUs is equal to the weighted-average grant date fair value of the awards at their respective grant date divided by a factor of approximately 1.29. The weighted-average grant date fair value of the unvested RSUs as of March 31, 2024 reflects the adjustment.
Schedule of Unvested RSU Awards
Of the 8.2 million unvested RSU awards outstanding under the 2017 Plan as of the fiscal year ended March 31, 2026, 0.8 million unvested RSU awards represents the target amount of grants made to certain key employees whereby vesting is contingent on meeting certain market conditions summarized as follows:
Target
number of
awards as of
March 31, 2026
(in shares) (1)
Range of shares
that may be issued (2)
Average
grant date
fair value
(per share)
Assessment dates
Year of grantMinimumMaximum
Fiscal 2026220,101 $58.55 — 440,202 June 2028
Fiscal 2025253,047 $42.36 — 506,094 June 2027
Fiscal 2024342,759 $35.55 — 685,518 June 2026
Totals815,907  1,631,814  
(1)    Fiscal 2024 target number of awards includes an adjustment to the outstanding RSU awards under the terms of the 2017 Plan using a conversion ratio of approximately 1.29 as a result of the Nextracker spin-off.
(2)    Vesting ranges from zero to 200% based on measurement of Flex's total shareholder return against Flex's peer companies for RSU awards granted in fiscal years 2026, 2025 and 2024.
Of the 8.2 million unvested RSU awards outstanding under the 2017 Plan as of the fiscal year ended March 31, 2026, 1.7 million unvested RSU awards represents the target amount of grants made to certain key employees whereby vesting is contingent on meeting certain performance conditions summarized as follows:
Target
number of
awards as of
March 31, 2026
(in shares) (1)
Range of shares
that may be issued (2)
Average
grant date
fair value
(per share)
Assessment date
Year of grantMinimumMaximum
Fiscal 2026977,347 $45.09 — 2,393,131 Mar 2029
Fiscal 2025405,663 $31.14 — 811,326 Mar 2028
Fiscal 2024343,056 $26.67 — 686,112 Mar 2027
Totals1,726,066 3,890,569 
(1)    Fiscal 2024 target number of awards includes an adjustment to the outstanding RSU awards under the terms of the 2017 Plan using a conversion ratio of approximately 1.29 as a result of the Nextracker spin-off.
(2)    Vesting ranges from zero to 250% based on performance of Company's average adjusted earnings per share growth.
Schedule of Warrants Valuation Assumptions
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:
As of August 15, 2025
Expected volatility45.8 %
Expected dividend yield— %
Expected life7 years
Risk-free interest rate4.0 %