Stock-Based Compensation | Stock-based Compensation 2013 Equity Incentive Plan In October 2013, the Company adopted the 2013 Equity Incentive Plan (the “2013 Plan”), which became effective in March 2014 and serves as the successor to the Company’s 2006 Stock Plan (the “2006 Plan”). Pursuant to the 2013 Plan, 4,000,000 shares of common stock were initially reserved for grant, plus (1) any shares that were reserved and available for issuance under the 2006 Plan at the time the 2013 Plan became effective, and (2) any shares that become available upon forfeiture or repurchase by the Company under the 2006 Plan and (3) any shares added to the 2013 Plan pursuant to the next paragraph. Under the 2013 Plan, the Company may grant stock options, stock appreciation rights, restricted stock and restricted stock units ("RSUs"), performance-based stock and units to employees, directors and consultants. The shares available will be increased at the beginning of each year by lesser of (i) 4% of outstanding common stock on the last day of the immediately preceding year, or (ii) such number determined by the Board of Directors and subject to additional restrictions relating to the maximum number of shares issuable pursuant to incentive stock options. Under the 2013 Plan, both the ISOs and NSOs are granted at a price per share not less than 100% of the fair market value on the effective date of the grant. The Board of Directors determines the vesting period for each option award on the grant date, and the options generally expire 10 years from the grant date or such shorter term as may be determined by the Board of Directors. Stock Options The fair value of each option was estimated using Black-Scholes model on the date of grant for the periods presented using the following assumptions: Year Ended December 31, 2021 2020 2019 Expected life (in years) — 6.02 6.02 - 6.08 Risk-free interest rate — % 0.96% 1.42% - 2.66% Volatility — % 50 % 50 % Dividend yield — — — There were no option grants during the year ended December 31, 2021. The weighted-average grant-date fair value of options granted was $4.26 and $4.33 per share during the years ended December 31, 2020 and 2019, respectively. Restricted Stock Units and Performance-Based Restricted Stock Units The fair value of RSUs equals the market value of the Company’s common stock on the date of grant. The RSUs are excluded from issued and outstanding shares until they are vested. On March 1, 2021, the Company granted a total of 938,831 performance-based restricted stock units (“PSU Awards”), under the 2013 Equity Incentive Plan, to certain executive leaders with a grant date fair value of $13.28. On August 1, 2021, the Company granted an additional 170,000 PSU Award to an executive in conjunction with a promotion with a grant date fair value of $10.00. The PSU Award represents the right to receive shares of the Company’s common stock upon meeting certain vesting conditions. All PSU Awards will vest in three years from the original grant date, subject to the achievement of certain operating performance goals, stock performance goals and continued employment. The fair value of the PSU Award was measured using a Monte Carlo simulation. As of December 31, 2021, the Company performed an assessment and determined that the likelihood of achievement of certain operating performance goals was not deemed probable. As such, during the year ended December 31, 2021, no compensation expense was recognized in the Company's consolidated financial statements related to the PSU Awards. A summary of the Company’s stock option and RSU, including PSU award activity under the 2013 Plan are as follows: Options Outstanding RSUs Outstanding Shares Number of Shares Weighted Weighted Aggregate Number of Weighted Balance as of December 31, 2018 6,497,353 6,622,006 $ 12.12 5.96 $ 9,987 4,904,161 12.48 Increase in shares authorized 3,799,808 — — — — — — Options granted (2,799,855) 2,799,855 $ 8.74 — — — — Options exercised — (433,762) $ 5.39 — $ 2,406 — — Options canceled or expired 387,658 (387,658) $ 11.37 — — — — RSUs granted (4,015,504) — — — — 4,015,504 9.49 RSUs released — — — — — (2,735,184) 11.79 RSUs canceled or expired 1,161,806 — — — — (1,161,806) 11.67 RSUs vested and withheld for taxes 1,004,914 — — — — — — Balance as of December 31, 2019 6,036,180 8,600,441 $ 11.40 5.16 $ 8,811 5,022,675 10.66 Increase in shares authorized 3,574,847 — — — — — — Options granted (1,150,178) 1,150,178 $ 8.95 — — — — Options exercised — (331,007) $ 8.20 — $ 463 — — Options canceled or expired 1,259,391 (1,259,391) $ 11.22 — — — — RSUs granted (3,340,532) — — — — 3,340,532 8.33 RSUs released — — — — — (2,410,803) 10.41 RSUs canceled or expired 1,243,550 — — — — (1,243,550) 10.83 RSUs vested and withheld for taxes 843,885 — — — — — — Balance as of December 31, 2020 8,467,143 8,160,221 $ 11.21 5.03 $ 7,100 4,708,854 9.09 Increase in shares authorized 3,669,732 — — — — — — Options granted — — $ — — — — — Options exercised — (1,245,453) $ 10.60 — $ 3,777 — — Options canceled or expired 16,775 (16,775) $ 10.53 — — — — RSUs granted (3,970,802) — — — — 3,970,802 11.98 RSUs released — — — — — (1,939,752) 9.85 RSUs canceled or expired 1,358,865 — — — — (1,358,865) 9.75 RSUs vested and withheld for taxes 626,348 — — — — — — Balance as of December 31, 2021 10,168,061 6,897,993 $ 11.32 4.89 $ 1,596 5,381,039 10.78 Vested and exercisable as of December 31, 2021 5,537,204 $ 12.02 4.17 $ 1,557 The aggregate intrinsic value disclosed in the table above is based on the difference between the exercise price of the options and the fair value of the Company’s common stock. The aggregate total fair value of shares vested during the years ended December 31, 2021, 2020, and 2019 was $5.1 million, $7.5 million and $6.3 million, respectively. Additional information for options outstanding and exercisable as of December 31, 2021 is as follows: Options Outstanding Options Exercisable Exercise Prices Number of Weighted Average Remaining Contractual Term (Years) Weighted Number of Weighted $3.70 - $7.34 1,667,201 5.45 $ 6.46 1,174,051 $ 6.09 $8.51 - $8.66 1,585,678 4.10 8.60 1,415,704 8.59 $8.95 - $10.65 1,399,605 7.83 9.26 721,628 9.38 $11.60 - $16.25 1,445,509 3.93 14.34 1,425,821 14.36 $25.00 800,000 1.87 $ 25.00 800,000 $ 25.00 6,897,993 5,537,204 Employee Stock Purchase Plan The Company’s Board of Directors adopted the 2013 Employee Stock Purchase Plan (“ESPP”), which became effective in March 2014, pursuant to which 1,200,000 shares of common stock were reserved for future issuance. In addition, the ESPP provides for annual increases in the number of shares available for issuance on the first day of each year equal to the least of (i) 0.5% of the outstanding shares of common stock on the last day of the immediately preceding year, (ii) 400,000 shares or (iii) such other amount as may be determined by the Board of Directors. Eligible employees can enroll and elect to contribute up to 15% of their base compensation through payroll withholdings in each offering period, subject to certain limitations. Each offering period is six months in duration. The purchase price of the stock is the lower of 85% of the fair market value on (a) the first day of the offering period or (b) the purchase date. The fair value of the option feature is estimated using the Black-Scholes model for the period presented based on the following assumptions: Year Ended December 31, 2021 2020 2019 Expected life (in years) 0.5 0.5 0.5 Risk-free interest rate 0.03% - 0.12% 0.12% - 1.59% 1.59% - 2.50% Volatility 60% - 75% 55% - 60% 35% - 55% Dividend yield — — — During the year ended December 31, 2021, a total of 2,401,697 shares of common stock were issued under the 2013 Employee Stock Purchase Plan (“ESPP”), since inception of the plan. As of December 31, 2021, a total of 1,598,303 shares are available for issuance under the ESPP. Stock-based Compensation Expense The following table sets forth the total stock-based compensation expense resulting from stock options, RSUs, and ESPP shares included in the Company’s consolidated statements of operations (in thousands): Year Ended December 31, 2021 2020 2019 Cost of revenues $ 1,905 $ 1,743 $ 2,193 Sales and marketing 5,012 5,311 6,812 Research and development 3,876 3,831 4,804 General and administrative 12,019 17,486 18,328 Total stock-based compensation expense $ 22,812 $ 28,371 $ 32,137 During the years ended December 31, 2021, 2020, and 2019 the Company capitalized stock-based compensation cost of $0.4 million, $0.4 million, and $0.5 million, respectively, in projects in process as part of property and equipment, net on the accompanying consolidated balance sheets. As of December 31, 2021, there was $46.7 million unrecognized stock-based compensation expense of which $5.7 million is related to stock options and ESPP and $41.0 million is related to RSUs. The total unrecognized stock-based compensation expense related to stock options and ESPP as of December 31, 2021 will be amortized over a weighted-average period of 1.73 years. The total unrecognized stock-based compensation expense related to RSUs as of December 31, 2021 will be amortized over a weighted-average period of 2.82 years. |