v3.26.1
Share-Based Compensation
12 Months Ended
Jun. 27, 2026
Share-Based Payment Arrangement [Abstract]  
Share-Based Compensation Share-Based Compensation
Share-Based Compensation Plans
As of the end of fiscal 2026, we had the following equity compensation plans under which equity securities were authorized for issuance to our employees and directors:
2025 Inducement Equity Plan
Effective January 27, 2025, we adopted the 2025 Inducement Equity Plan (“2025 Inducement Plan”) which provides for the issuance of option or appreciation rights, restricted stock units (“RSUs”) or dividend equivalents to our employees. Awards granted under the 2025 Inducement Plan will not exceed 1,700,000 shares of common stock. As of June 2026, 693,494 shares of our common stock are reserved for issuance under the 2025 Inducement Plan. Equity awards granted under the 2025 Inducement Plan generally vest ratably over two years from the vesting commencement date.
Amended and Restated 2019 Equity and Incentive Compensation Plan
Our Synaptics Incorporated Amended and Restated 2019 Equity and Incentive Compensation Plan (“2019 Incentive Plan”) provides for the grant of equity-based compensation in the form of stock options, stock appreciation rights, RSUs, cash incentive awards, performance stock units (“PSUs”) or market stock units (“MSUs”) and other share-based awards. As of June 2026, 2,711,150 shares of our common stock are reserved for issuance under the 2019 Incentive Plan. The performance metrics of PSU and MSU awards can be financial performance and/or market-based conditions. Each PSU and MSU award reflects a target number of shares that may be issued to an award recipient before adjusting based on our financial performance and/or market-based conditions. The actual number of shares that an award recipient receives at the end of the period may range from 0% to 300% of the target number of shares granted, depending upon the achievement of the performance target designated by each individual award.
Our 2025 Inducement Plan and 2019 Incentive Plan are collectively referred to as “Stock Compensation Plans.”
Restricted Stock Units
RSUs granted generally vest ratably over two to four years from the vesting commencement date. RSU activity, including RSUs granted, delivered and forfeited in fiscal 2026, and the balance and aggregate intrinsic value of RSUs as of the end of fiscal 2026 were as follows:
RSU
Awards
Outstanding
Weighted-Average
Grant Date
Fair Value per Share
Balance as of June 20253.0$66.3 
Granted1.9$70.1 
Vested(1.8)$67.2 
Forfeited(0.3)$73.3 
Balance as of June 20262.8$67.6 
At the end of fiscal 2026, the aggregate intrinsic value of RSUs expected to vest was $333.4 million. Our closing stock price of $121.00 on the last day of trading in fiscal 2026 was used to calculate the intrinsic value for the RSUs.
The unrecognized share-based compensation cost for RSUs granted under Stock Compensation Plans was $146.7 million as of the end of fiscal 2026, which will be recognized over a weighted average period of 1.7 years.
Market Stock Units
MSU activity, including MSUs granted, delivered and forfeited in fiscal 2026, and the balance and aggregate intrinsic value of MSUs as of the end of fiscal 2026 were as follows:
MSU Awards
Outstanding
Weighted
Average
Grant Date
Fair Value per Share
Balance at June 20250.1$179.1 
Granted0.1$100.2 
Vested— $187.0 
Forfeited— $162.8 
Balance at June 20260.2$122.0 
At the end of fiscal 2026, the aggregate intrinsic value of MSUs expected to vest was $21.9 million. Our closing stock price of $121.00 on the last day of trading in fiscal 2026 was used to calculate the intrinsic value for the MSUs. The unrecognized share-based compensation cost of our outstanding MSUs was $10.3 million as of the end of fiscal 2026, which will be recognized over a weighted average period of 1.5 years.
The fair value of each MSU granted from our plans was estimated at the date of grant using the Monte Carlo simulation model, assuming no expected dividends and the following assumptions. The ranges disclosed in the table also include the July 2025 MSU granted to our Chief Executive Officer.
202620252024
Expected volatility of company
50.87%-51.72%
52.40%
52.61%
Expected volatility of Index
17.5%-229.8%
14.9%-213.7%
11.5%-762.5%
Correlation coefficient
0.68-0.69
0.730.69
Expected life in years
2.87-2.95
2.872.87
Risk-free interest rate
3.70%-3.85%
3.86%
4.65%
Fair value per award
$98.54-$105.10
$71.14 - $182.80
$159.79 - $268.61
Performance Stock Units
PSU activity, including PSUs granted, delivered and forfeited in fiscal 2026, and the balance and aggregate intrinsic value of PSUs as of the end of fiscal 2026 were as follows:
PSU Awards
Outstanding
Weighted
Average
Grant Date
Fair Value per Share
Balance at June 20250.2$81.5 
Granted0.2$70.3 
Vested(0.1)$76.6 
Forfeited(0.1)$86.0 
Balance at June 20260.2$70.3 
We value PSUs using the aggregate intrinsic value on the grant date and amortize the compensation expense over the three-year service period on a ratable basis, dependent upon the probability of meeting the performance measures. The PSU
awards outstanding balance at June 2026 is based on the target grant quantity and does not include any performance adjustment of shares for completed performance periods.
At the end of fiscal 2026, the aggregate intrinsic value of PSUs expected to vest was $22.2 million. Our closing stock price of $121.00 on the last day of trading in fiscal 2026 was used to calculate the intrinsic value for the PSUs.
The unrecognized share-based compensation cost of our outstanding PSUs was $7.6 million as of June 2026, which will be recognized over a weighted average period of 0.8 years.
Employee Stock Purchase Plan
Our ESPP allows employees to designate up to 15% of their base compensation, subject to legal restrictions and limitations, to purchase shares of common stock at 85% of the lesser of the fair market value at the beginning of the offering period or the exercise date. Under the ESPP, the offering period extends for up to one year and includes two exercise dates occurring at six-month intervals. Under the terms of our ESPP, if the fair market value at an exercise date is less than the fair market value at the beginning of the offering period, the current offering period will terminate and a new offering period will commence. As of June 2026, 1,629,107 shares of our common stock are reserved for issuance under the ESPP. In connection with the Merger, the ESPP will terminate as of the Effective Time. On the Final Exercise Date (as defined in the Merger Agreement), the funds credited as of such date within the associated accumulated payroll withholding account for each participant will be used to purchase shares of our common stock in accordance with the terms of the ESPP. Those shares will then be converted into Merger Consideration in accordance with the terms of the Merger Agreement. Any unused contributions will be refunded following the Effective Time, without interest. Until the closing of the Merger, the ESPP will continue to be operative in accordance with the terms of the Merger Agreement.
Shares purchased, weighted average purchase price, cash received and the aggregate intrinsic value for ESPP purchases were as follows:
202620252024
Shares purchased0.30.20.2
Weighted average purchase price$53.60 $58.53 $74.22 
Cash received$17.2 $13.9 $15.7 
Aggregate intrinsic value$16.1 $2.5 $4.1 
The fair value of each award granted under our ESPP was based on the Black-Scholes option pricing model. The fair value per award for fiscal 2026, 2025 and 2024 was $36.48, $22.58 and $34.54, respectively. Unrecognized share-based compensation costs for awards granted under our ESPP at the end of fiscal 2026 were $6.4 million that will be amortized over the next 10 months.
Share-based Compensation Expense
Share-based compensation and the related tax benefit for our share-based awards recognized in the accompanying consolidated statements of operations were as follows:
202620252024
Cost of revenue$1.2 $(1.7)$4.1 
Research and development86.8 68.8 61.0 
Selling, general and administrative61.3 45.7 53.7 
Total$149.3 $112.8 $118.8 
Income tax benefit on share-based compensation$17.0 $8.4 $8.6 
Historically, we have issued new shares in connection with our share-based compensation plans, however, treasury shares are also available for issuance. Any additional shares repurchased under our common stock repurchase program will be available for issuance under our share-based compensation plans.