Stock-Based Compensation | 9. 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 2000 Plan. Under the 2013 Plan, the Company may grant stock options, stock appreciation rights, restricted stock and restricted stock units, performance shares 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. 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 on the date of grant for the periods presented using the following assumptions: Year Ended December 31, 2015 2014 2013 Expected life (in years) 5.50 to 6.08 6.08 6.08 Risk-free interest rate 1.67% to 1.89% 2.33% 1.09% Volatility 55% to 60% 55% 51% to 53% Dividend yield — — — The weighted-average grant-date fair value of options granted was $5.50, $8.60 and $3.05 per share during the years ended December 31, 2015, 2014 and 2013, respectively. 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. A summary of the Company’s stock option and RSUs award activity under the Plans is as follows: Options Outstanding RSUs Outstanding Shares Available for Grant Number Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Number of Shares Weighted Average Grant Date Fair Value Balance as of December 31, 2012 6,641,274 12,373,646 $ 3.20 6.81 $ 16,550 2,505,489 $ 5.59 Options granted (3,709,567 ) 3,709,567 12.14 Options exercised — (2,328,229 ) 4.57 9,626 Options canceled or expired 1,119,277 (1,119,277 ) 6.03 RSUs granted (2,530,542 ) 2,530,542 5.54 RSUs canceled or expired 514,840 (514,840 ) 5.33 Balance as of December 31, 2013 2,035,282 12,635,707 5.87 7.02 68,944 4,521,191 5.59 Increase in shares authorized 4,000,000 — Options granted (46,875 ) 46,875 16.00 Options exercised — (3,149,166 ) 2.62 33,704 Options canceled or expired 38,653 (38,653 ) 6.20 RSUs granted (4,796,559 ) 4,796,559 16.49 RSUs released — (1,913,724 ) 5.66 RSUs canceled or expired 594,611 (594,611 ) 10.12 Balance as of December 31, 2014 1,825,112 9,494,763 7.00 6.57 107,913 6,809,415 12.66 Increase in shares authorized 3,255,200 Options granted (328,680 ) 328,680 10.05 Options exercised — (1,232,184 ) 3.31 10,246 Options canceled or expired 121,593 (121,593 ) 9.35 RSUs granted (3,673,053 ) 3,673,053 12.43 RSUs released — (2,006,893 ) 11.64 RSUs canceled or expired 1,689,129 (1,689,129 ) 12.80 Balance as of December 31, 2015 2,889,301 8,469,666 $ 7.62 5.91 $ 19,231 6,786,446 $ 13.14 Vested and expected to vest as of December 31, 2015 8,121,852 $ 7.38 5.82 $ 19,103 Vested and exercisable as of December 31, 2015 6,650,703 $ 6.10 5.32 $ 18,656 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, 2015, 2014 and 2013 was $3.8 million, $5.7 million and $5.1 million, respectively. Additional information for options outstanding and exercisable as of December 31, 2015 is as follows: Options Outstanding Options Exercisable Weighted Weighted Weighted Remaining Average Average Number of Contractual Exercise Number of Exercise Exercise Prices Shares (Years) Price Shares Price $ 0.14 - $ 0.28 1,479,099 $ 2.50 $ 0.21 1,479,099 $ 0.21 $ 0.37 - $ 0.46 15,100 3.67 0.38 15,100 0.38 $ 3.67 - $ 5.74 3,449,590 5.56 4.11 3,224,620 4.10 $ 8.64 - $16.26 2,725,877 7.66 11.01 1,515,216 10.98 $25.00 800,000 $ 7.87 $ 25.00 416,668 $ 25.00 8,469,666 6,650,703 Employee Stock Purchase Plan The Company’s Board of Directors adopted the 2014 Employee Stock Purchase Plan (“ESPP”), which became effective in March 2014, pursuant to which 1,200,000 shares of common stock was reserved for future issuance. In addition, 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, with the exception of the initial offering period which commenced in March 2014 and ended in November 2014. 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, 2015 2014 Expected life (in years) 0.50 0.49 to 0.62 Risk-free interest rate 0.08% to 0.33% 0.07% to 0.08% Volatility 63% to 72% 55% to 70% Dividend yield — — As of December 2015, a total of 193,495 shares of common stock was issued under the ESPP. As of December 31, 2015, a total of 1,234,228 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 included in the Company’s consolidated statements of operations (in thousands): Year Ended December 31, 2015 2014 2013 Cost of revenues $ 1,728 $ 3,086 $ 300 Sales and marketing 10,658 9,464 1,492 Research and development 9,680 11,536 1,015 General and administrative 10,280 11,424 2,374 Total stock-based compensation expense $ 32,346 $ 35,510 $ 5,181 As of December 31, 2015, there was $56.0 million unrecognized stock-based compensation expense (net of estimated forfeitures), of which $5.4 million is related to stock options and ESPP and $50.6 million is related to RSUs. The total unrecognized stock-based compensation expense related to stock options and ESPP as of December 31, 2015 will be amortized over a weighted-average period of 2.2 years. The total unrecognized stock-based compensation expense related to RSUs as of December 31, 2015 will be amortized over a weighted-average period of 2.8 years. The amount of stock-based compensation cost capitalized in property and equipment, net on the accompanying consolidated balance sheets was immaterial for all periods presented. |