STOCKHOLDERS' EQUITY | STOCKHOLDERS’ EQUITY Stock-Based Compensation Plans Our stock-based compensation plans include the 2000 Stock Plan (the “2000 Plan”), the 2008 Stock Plan (the “2008 Plan”), the 2009 Equity Incentive Plan (the “2009 Plan”), 2011 Employee Stock Purchase Plan (the “ESPP”) and equity plans assumed through the Meru acquisition. Under these plans, we have granted (or, in the case of acquired plans, assumed) stock options and RSUs, including PSUs. In connection with the Meru acquisition, we assumed and exchanged Meru’s outstanding RSUs with an estimated fair value of $2.0 million . Of the total estimated fair value, $0.5 million relating to earned equity awards was allocated to the purchase price and the remainder relating to future services is being recognized over the remaining service period. No new equity awards can be granted under the assumed plans. As of September 30, 2015, RSUs representing 42,332 shares of common stock were outstanding under the awards assumed through the acquisition of Meru. As of September 30, 2015 , there were a total of 41,362,003 shares of common stock available for grant under our stock-based compensation plans. Employee Stock Options The following table summarizes the weighted-average assumptions relating to our employee stock options: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Expected term in years 4.3 4.9 4.3 4.9 Volatility 37 % 41 % 38 % 43 % Risk-free interest rate 1.6 % 1.6 % 1.5 % 1.7 % Dividend rate — % — % — % — % The following table summarizes the stock option activity and related information for the periods presented below (in thousands, except exercise prices and contractual life): Options Outstanding Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Balance—December 31, 2014 10,702 $ 14.98 Granted 656 41.02 Forfeited (123 ) 26.69 Exercised (4,016 ) 11.38 Balance—September 30, 2015 7,219 $ 19.16 Options vested and expected to vest—September 30, 2015 7,155 $ 18.97 2.8 $ 169,925 Options exercisable—September 30, 2015 6,021 $ 16.40 2.2 $ 157,064 The aggregate intrinsic value represents the pre-tax difference between the exercise price of stock options and the quoted market price of our common stock on September 30, 2015 , for all in-the-money options. As of September 30, 2015 , total compensation expense related to unvested stock options granted to employees but not yet recognized was $14.0 million . This expense is expected to be amortized on a straight-line basis over a weighted-average period of 2.6 years. Additional information related to our stock options is summarized below (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Weighted-average fair value per share granted $ 15.89 $ 9.13 $ 13.60 $ 8.76 Intrinsic value of options exercised 40,132 17,728 103,170 49,490 Fair value of options vested 2,491 4,393 9,001 13,163 Restricted Stock Units The following table summarizes the activity and related information for RSUs for the periods presented below (in thousands, except per share amounts): Restricted Stock Units Outstanding Number of Shares Weighted-Average Grant-Date-Fair Value per Share Balance—December 31, 2014 6,291 $ 22.93 Granted and assumed through business acquisition 5,385 40.01 Forfeited (675 ) 27.80 Vested (1,776 ) 22.35 Balance—September 30, 2015 9,225 $ 32.66 RSUs expected to vest—September 30, 2015 7,899 $ 32.90 As of September 30, 2015 , total compensation expense related to unvested RSUs that were granted to employees and non-employees, but not yet recognized, was $291.4 million . This expense is expected to be amortized on a straight-line basis over a weighted-average vesting period of 3.1 years. RSUs settle into shares of common stock upon vesting. Upon the vesting of the RSUs, we net-settle the RSUs and withhold a portion of the shares to satisfy minimum statutory employee withholding taxes. Total payment for the employees’ tax obligations to the taxing authorities is reflected as a financing activity within the condensed consolidated statements of cash flows. The following summarizes the number and value of the shares withheld for employee taxes (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Shares withheld for taxes 245 124 590 381 Amount withheld for taxes $ 11,628 $ 2,985 $ 22,989 $ 8,506 Performance Stock Units We have granted PSUs to certain of our executive officers and employees. PSUs granted to executive officers are based on the achievement of the market-based vesting conditions during the performance period, the final settlement of the PSUs will range between 0% and 150% of the target shares underlying the PSUs based on a specified objective formula approved by our Compensation Committee. The PSUs entitle our executive officers to receive a number of shares of our common stock based on the performance of our stock price over a two - or three -year period as compared to the NASDAQ Composite index for the same periods. PSUs granted to our employees who are not executive officers are based on the achievement of personal- and company-based performance vesting conditions during the performance period. The final settlement of these PSUs will range between 50% to 150% of the target shares underlying the PSUs based on specified objective formula approved by our Compensation Committee. The PSUs entitle such employees to receive a number of shares of our common stock based on a one year performance period, and vest equally in the second and third years. There were no PSUs granted during the three months ended September 30, 2015 and September 30, 2014. The following table summarizes the weighted-average assumptions relating to our PSUs granted to our executive officers: Nine Months Ended September 30, September 30, Expected term in years 3.0 3.0 Volatility 38 % 47 % Risk-free interest rate 1.1 % 0.9 % Dividend rate — % — % The following table summarizes the activity and related information for PSUs for the periods presented below (in thousands, except per share amounts): Nine Months Ended September 30, September 30, Shares granted to executive officers and employees 206 120 Weighted-average fair value per share granted $ 34.86 $ 21.21 As of September 30, 2015 , total compensation expense related to unvested PSUs that were granted to certain of our executive officers and employees, but not yet recognized, was $6.4 million . This expense is expected to be amortized on a straight-line basis over a weighted-average vesting period of 2.1 years . Employee Stock Purchase Plan In determining the fair value of our ESPP, we use the Black-Scholes option pricing model that employs the following weighted-average assumptions: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Expected term in years 0.5 0.5 0.5 0.5 Volatility 32 % 32 % 31 % 34 % Risk-free interest rate 0.2 % 0.1 % 0.1 % 0.1 % Dividend rate — % — % — % — % Additional information related to the ESPP is provided below (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Weighted-average fair value per share granted $ 11.42 $ 6.03 $ 8.23 $ 5.91 Shares issued under the ESPP 337 346 764 770 Weighted-average price per share issued $ 28.05 $ 19.38 $ 24.30 $ 18.17 Stock-based Compensation Expense Stock-based compensation expense is included in costs and expenses as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Cost of product revenue $ 291 $ 60 $ 641 $ 351 Cost of service revenue 1,849 1,522 5,141 4,214 Research and development 6,663 4,505 17,361 12,558 Sales and marketing 13,904 7,397 34,482 18,890 General and administrative 3,612 1,183 9,376 6,300 Total stock-based compensation expense $ 26,319 $ 14,667 $ 67,001 $ 42,313 The following table summarizes stock-based compensation expense by award type (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Stock options $ 2,669 $ 4,282 $ 9,141 $ 13,395 RSUs (including PSUs) 21,996 9,275 53,674 25,886 ESPP 1,654 1,110 4,186 3,032 Total stock-based compensation expense $ 26,319 $ 14,667 $ 67,001 $ 42,313 Total income tax benefit associated with stock-based compensation that is recognized in the condensed consolidated statements of operations is as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Income tax benefit associated with stock-based compensation $ 5,224 $ 4,225 $ 12,867 $ 11,821 Share Repurchase Program In December 2013, our Board of Directors (“Board”) authorized a Share Repurchase Program (“Program”) to repurchase up to $200.0 million of our outstanding common stock through December 31, 2014. Under the Program, share repurchases may be made by us from time to time in privately negotiated transactions or in open market transactions. The Program does not require us to purchase a minimum number of shares, and may be suspended, modified or discontinued at any time without prior notice. In October 2014, our Board extended the share repurchase authorization under the Program through December 31, 2015. During the three and nine months ended September 30, 2015 , there were no shares repurchased under the Program. As of September 30, 2015 , $122.5 million remains available for future share repurchases under the Program. |