Stockholders' Equity and Employee Benefit Plans | STOCKHOLDERS' EQUITY AND EMPLOYEE BENEFIT PLANS Stock-based Compensation The following table summarizes stock-based compensation expense for stock option grants, ESPP purchase rights, restricted stock units, or RSUs, and MSUs recorded in our condensed consolidated statements of operations: Three Months Ended January 31, Six Months ended January 31, 2016 2015 2016 2015 (In thousands) Cost of revenue $ 1,221 $ 1,201 $ 2,349 $ 2,404 Research and development 2,908 2,633 6,125 5,241 Sales and marketing 6,343 5,847 12,561 12,195 General and administrative 2,493 2,436 4,758 4,499 $ 12,965 $ 12,117 $ 25,793 $ 24,339 The following table summarizes stock-based compensation expense by award type: Three Months Ended January 31, Six Months ended January 31, 2016 2015 2016 2015 (In thousands) RSUs $ 9,494 $ 7,846 $ 19,315 $ 15,284 Stock options 1,601 2,448 3,166 5,154 ESPP 1,284 1,823 2,416 3,901 MSUs 586 — 896 — $ 12,965 $ 12,117 $ 25,793 $ 24,339 The following table summarizes the unrecognized stock-based compensation balance, net of estimated forfeitures, by type of awards as of January 31, 2016 : As of January 31, 2016 Weighted-Average Amortization Period (In thousands) (In years) RSUs $ 71,705 2.64 Stock options 7,974 2.28 ESPP 4,106 1.05 MSUs 3,503 1.50 Total unrecognized stock-based compensation balance $ 87,288 2.49 Determination of Fair Value The fair value of stock option grants and ESPP purchase rights was estimated at the date of grant and start of the offering period using the following assumptions: Three Months Ended January 31, Six Months ended January 31, 2016 2015 2016 2015 Stock Options: Expected term (in years) 6.08 6.08 6.08 6.08 Risk-free interest rate 1.70 % 1.73 % 1.70 % 1.80 % Expected volatility 52 % 55 % 52 % 56 % Dividend rate — % — % — % — % Weighted average fair value per share $ 9.24 $ 9.40 $ 9.48 $ 8.66 Employee Stock Purchase Plan: Expected term (in years) 0.50-2.00 0.50-2.00 0.50 - 2.00 0.50 - 2.00 Risk-free interest rate 0.51%-0.96% 0.16%-0.71% 0.51% - 0.96% 0.16% - 0.71% Expected volatility 64 % 71 % 64 % 71 % Dividend rate — % — % — % — % Weighted average fair value per share $6.19-$9.44 $7.02-$10.72 $6.19 - $9.44 $7.02-$10.72 Stock Option Activity A summary of the stock option activity under our stock plans during the six months ended January 31, 2016 is presented below: Number of Shares Underlying Outstanding Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) (In years) (In thousands) Outstanding as of July 31, 2015 3,357 $ 15.45 6.67 $ 32,040 Granted 74 18.76 Exercised (425 ) 7.91 Canceled due to forfeitures and expirations (134 ) 20.62 Outstanding as of January 31, 2016 2,872 16.40 6.27 9,785 Vested and expected to vest as of January 31, 2016 2,787 16.27 6.20 9,747 Vested and exercisable as of January 31, 2016 1,965 $ 14.60 5.32 $ 9,153 Restricted Stock Unit Activity A summary of the RSU activity during the six months ended January 31, 2016 is presented below: Number of Units Weighted-Average Grant Date Fair Value Per Share (In thousands) Outstanding as of July 31, 2015 4,406 $ 21.03 Granted 2,014 18.13 Vested (1,104 ) 19.45 Cancellations due to forfeitures (457 ) 19.93 Outstanding as of January 31, 2016 4,859 $ 20.29 Market Stock Units In September 2015, the Compensation Committee of our board of directors approved awarding MSUs to certain of our officers. In general, the target shares are eligible to be earned in three annual installments, based on the number of shares eligible to be earned for the applicable performance period multiplied by the Performance Multiplier (as defined below) in effect for the applicable performance period. The performance periods consist of a one-, two- and three-year period within the three-year period covering fiscal 2016, fiscal 2017 and fiscal 2018, with each performance period commencing on the first day of fiscal 2016. In each of the first two performance periods, up to one-third of the target shares are eligible to be earned. In the third performance period, up to the maximum shares ( 175% of target shares) less any shares that were earned in a prior performance period are eligible to be earned. The performance goal under the MSUs is our total stockholder return relative to the Russell 2000 Index over the applicable performance period. The Performance Multiplier is based on the positive difference or negative difference, measured in percentage points, between our total stockholder return and the total return for the Russell 2000 Index over the applicable performance period, and ranges from 0% to 175% . Subject to certain exceptions, the MSUs shall vest, if at all, only following the end of each applicable performance period, and the officer must be employed by us at the end of such performance period in order to vest in the award. We use a Monte-Carlo simulation to calculate the fair value of the award on the grant date. Monte-Carlo simulation requires various assumptions including stock price volatility and risk free interest rate as of the valuation date corresponding to the length of time remaining in the performance period and expected dividend yield. In September 2015, we granted a total of 245,000 MSUs with a weighted-average grant date fair value per unit of $20.66 . We recognized $0.6 million and $0.9 million stock-based compensation expense, net of estimated forfeitures, related to MSUs during the three and six months ended January 31, 2016 . As of January 31, 2016 , there was approximately $3.5 million of unrecognized compensation cost, net of estimated forfeitures, related to MSUs. No MSUs vested during the three and six months ended January 31, 2016 as the first performance period would not be completed until the end of fiscal 2016. No MSUs were forfeited or canceled during the three and six months ended January 31, 2016 . Share Repurchase Program In November 2015, our board of directors authorized a $100 million share repurchase program, with $50 million of that program to be executed as an accelerated share repurchase, or ASR, and the remaining $50 million of that program may be executed from time to time in compliance with applicable securities laws in the open market or in privately-negotiated transactions. The timing and amounts of any repurchases will be based on market conditions and other factors including price, regulatory requirements and capital availability. The authorization for open market purchases does not require the purchase of any minimum number of shares, has no expiration date and may be suspended, modified or discontinued at any time without prior notice. Under this program, shares repurchased are recorded as a reduction to capital in excess of par value and an increase in accumulated deficit in our condensed consolidated balance sheet as of January 31, 2016. In December 2015, we executed an ASR with Goldman, Sachs & Co., or GS&Co, pursuant to which, on December 8, 2015, we paid GS&Co $50 million and received an initial delivery of 2,192,982 shares, representing 80% of the total ASR amount. Upon final settlement of the ASR, GS&Co may be required to deliver additional shares of common stock to us or we may be required to deliver shares of our common stock, or elect to make a cash payment, to GS&Co, based on the terms and conditions of the ASR. We have accounted for the ASR program as two separate transactions (i) the 2,192,982 shares of common stock initially delivered to us on December 8, 2015 pursuant to the ASR were accounted for as a share repurchase transaction resulting in a reduction of stockholders’ equity and (ii) the unsettled contract representing 20% , or $10 million , of the total ASR were accounted for as a forward contract indexed to our own common stock. The initial delivery of 2,192,982 shares on December 8, 2015 resulted in an immediate reduction, on the delivery date, of the outstanding shares used to calculate the weighted-average common shares outstanding for basic and diluted earnings per share. We have determined that the forward contract, indexed to our common stock met all of the applicable criteria for equity classification. Therefore, during the three and six months ended January 31, 2016, we recorded $40 million as a share repurchase transaction and recorded $10 million , the implied value of the forward contract, as additional paid-in-capital. In February 2016, the ASR was completed and GS&Co delivered 748,464 additional shares to us, resulting in a total of 2,941,446 shares repurchased at an average per share price of $17.00 . We will account for the additional 748,464 shares repurchased as a share repurchase transaction which will reduce outstanding shares and the weighted shares outstanding that will be used to calculate the basic and diluted net income (loss) per share for the three and nine months ending April 30, 2016. In addition, approximately $4.7 million of the cost associated with these additional shares, which was initially recorded as a reduction to additional paid-in-capital, will be reclassified to accumulated deficit during the three and nine months ending April 30, 2016. |