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 using Black-Scholes model on the date of grant for the periods presented using the following assumptions: Year Ended December 31, 2017 2016 2015 Expected life (in years) 5.50 - 6.25 2.30 - 6.08 5.50 - 6.08 Risk-free interest rate 1.87% - 2.14% 0.68% - 1.34% 1.67% - 1.89% Volatility 50 % 55% - 70% 55% - 60% Dividend yield — — — The weighted-average grant-date fair value of options granted was $6.33, $5.14 and $5.50 per share during the years ended December 31, 2017, 2016 and 2015, 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 September 28, 2017 (the “Grant Date”), the Company granted 128,205 performance-based RSUs (“PSU Award”), under the 2013 Equity Incentive Plan, to Mir Aamir, in connection with his promotion to President and Chief Executive Officer. The original PSU Award represented the right to receive shares of the Company’s common stock upon meeting certain vesting conditions which were tied to achievement of certain Company stock price goals. The terms of the original PSU Award were subsequently modified to provide incentives based on targets directly tied to the Company’s performance. The fair value of the original PSU Award of $1.6 million was measured using a Monte Carlo simulation and will be recognized over the requisite service period. The incremental fair value of the modified award of $0.4 million was derived from the excess fair value of the modified PSU award, based on the Company’s stock price as of the modification date, over the fair value of the original PSU award, and will be recognized if the achievement of the performance condition is considered probable over the requisite service period. During the year ended December 31, 2017, the Company recognized $0.2 million stock-based compensation expense in the consolidated financial statements related to the PSU Award. 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, 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 Increase in shares authorized 3,279,811 — — — — — — Options granted (2,197,432 ) 2,197,432 8.99 — — — — Options exercised — (2,328,197 ) 4.54 — 15,485 — — Options canceled or expired 592,834 (592,834 ) 8.97 — — — — RSUs granted (2,855,267 ) — — — — 2,855,267 10.37 RSUs released — — — — — (2,422,146 ) 11.92 RSUs canceled or expired 1,715,483 — — — — (1,715,483 ) 11.81 Balance as of December 31, 2016 3,424,730 7,746,067 $ 8.83 6.12 $ 30,507 5,504,084 $ 12.02 Increase in shares authorized 3,542,416 — — — — — — Options granted (1,319,680 ) 1,319,680 $ 12.76 — — — — Options exercised — (1,435,484 ) $ 4.32 — $ 10,768 — — Options canceled or expired 218,035 (218,035 ) $ 10.34 — — — — RSUs and PSUs granted (2,517,721 ) — — — — 2,517,721 $ 12.04 RSUs released — — — — — (2,040,504 ) $ 12.20 RSUs canceled or expired 787,009 — — — — (787,009 ) $ 11.47 RSUs withheld for taxes 290,366 — — — — — — Balance as of December 31, 2017 4,425,155 7,412,228 $ 10.36 6.09 $ 25,415 5,194,292 $ 12.26 Vested and exercisable as of December 31, 2017 5,345,298 $ 10.02 5.08 $ 22,891 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, 2017, 2016 and 2015 was $6.6 million, $3.7 million and $3.8 million, respectively. Additional information for options outstanding and exercisable as of December 31, 2017 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 $0.15 - $5.33 1,810,210 2.69 $ 2.47 1,810,210 $ 2.47 $5.48 - $8.51 1,554,928 7.97 8.31 793,126 8.13 $8.65 - $13.00 2,392,355 7.43 10.94 1,224,054 9.17 $13.04 - $16.25 854,735 6.37 15.46 717,908 15.88 $ 25.00 800,000 5.87 $ 25.00 800,000 $ 25.00 7,412,228 5,345,298 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, 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, 2017 2016 2015 Expected life (in years) 0.50 0.50 0.50 Risk-free interest rate 0.62% - 1.42% 0.38% - 0.62% 0.08% - 0.33% Volatility 40% - 50% 50% - 74% 63% - 72% Dividend yield — — — During the year ended December 31, 2017, a total of 825,848 shares of common stock were issued under the 2013 Employee Stock Purchase Plan (“ESPP”), since inception of the plan. As of December 31, 2017, a total of 1,574,152 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, 2017 2016 2015 Cost of revenues $ 2,000 $ 1,821 $ 1,728 Sales and marketing 6,621 5,776 10,658 Research and development 7,949 7,286 9,680 General and administrative 15,682 13,403 10,280 Total stock-based compensation expense $ 32,252 $ 28,286 $ 32,346 During 2016, the Company recorded $1.0 million of stock-based compensation expense on account of modification of stock options and RSUs granted to a former employee pursuant to transitioning from an employee to a special advisor consulting arrangement. Under the original terms of the grant agreements, the unvested options and RSUs would be forfeited upon termination. The transition arrangement extended the period over which the vested awards can be exercised and allows for continued vesting of unvested options and RSUs subject to the former employee continuing to provide services in accordance with the special advisor consulting arrangement. The expense is included in general and administrative expense in the Company’s consolidated statement of operations. As of December 31, 2017, there was $56.0 million unrecognized stock-based compensation expense of which $11.1 million is related to stock options and ESPP and $44.9 million is related to RSUs and PSUs. The total unrecognized stock-based compensation expense related to stock options and ESPP as of December 31, 2017 will be amortized over a weighted-average period of 2.5 years. The total unrecognized stock-based compensation expense related to RSUs as of December 31, 2017 will be amortized over a weighted-average period of 2.5 years. The Company capitalized stock-based compensation cost of $0.3 million in projects in process as part of property and equipment, net on the accompanying consolidated balance sheets during the year ended December 31, 2017. |