Common Stock and Stock-Based Awards | 11. Common Stock and Stock-Based Awards As of November 2, 2018, we had 4,000,000,000 shares of Class A common stock authorized, of which 86,743,761 shares were issued and outstanding, and 500,000,000 shares of Class B common stock authorized, of which 175,514,272 shares were issued and outstanding. Both Class A common stock and Class B common stock have a par value of $0.01 per share. As of November 2, 2018, we had reserved 11,887,215 shares of common stock available for future equity award grants under our equity incentive plans. We also had reserved 58,147,717 shares of common stock for future issuance upon exercise of any outstanding stock options and upon vesting of restricted stock units. Holders of Class A common stock are entitled to one vote per share and holders of Class B common stock are entitled to ten votes per share. Stock Options Stock options generally vest over 48 months as follows: (i) 25% vest 12 months from the date of grant, and (ii) the remaining 75% vest on a monthly basis over the remaining term. The fair value of each stock option granted during fiscal 2019 was estimated on the date of grant using the Black-Scholes option pricing model. The following table reflects our stock option activity during the nine months ended November 2, 2018 (in thousands): Number of Shares Weighted-Average Subject to Options Exercise Price Options outstanding at February 2, 2018 54,388 $ 7.82 Granted 2,829 $ 14.03 Exercised (6,372) $ 6.65 Forfeited (1,542) $ 9.24 Expired / cancelled (337) $ 6.97 Options outstanding at November 2, 2018 48,966 $ 8.27 As of November 2, 2018, there was $72.8 million of unrecognized compensation cost related to the unvested options, which is expected to be recognized over the remaining vesting period. Restricted Stock Units The Company granted 0.6 million and 9.3 million Restricted Stock Units (“RSUs”) with an aggregate fair value of $12.5 million and $145.7 million in the three and nine months ended November 2, 2018, respectively, of which all are substantially unvested and outstanding as of November 2, 2018. RSUs awarded under the 2018 Equity Incentive Plan will generally vest over four years. The vesting is contingent on the employees’ continued service through such date. RSUs are generally subject to forfeiture if employment terminates prior to the vesting date. We expense the cost of the RSUs, which is determined to be the fair market value of the shares of common stock underlying the RSUs on the date of grant, ratably over the period during which the vesting restrictions lapse. The following table reflects our RSU activity during the three and nine months ended November 2, 2018 (in thousands): Weighted- Number of Average Restricted Stock Grant Units Fair Value RSUs outstanding at February 2, 2018 — $ — Granted 8,388 $ 15.00 Forfeited — $ — RSUs outstanding at May 4, 2018 8,388 $ 15.00 Granted 267 $ 27.84 Forfeited (58) $ 15.00 RSUs outstanding at August 3, 2018 8,597 $ 15.40 Granted 642 $ 19.49 Forfeited (119) $ 15.95 RSUs outstanding at November 2, 2018 9,120 $ 15.68 For the three and nine months ended November 2, 2018, stock-based compensation expense associated with RSUs was $8.9 million and $18.7 million, respectively. As of November 2, 2018, there was $123.7 million of unrecognized compensation cost related to unvested RSUs, which is expected to be recognized over the remaining vesting period. Employee Stock Purchase Plan Our Employee Stock Purchase Plan (the “ESPP”) became effective upon our IPO. The ESPP initially reserved and authorized the issuance of up to a total of 2,800,000 shares of Class A common stock to participating employees. Eligible employees may elect to participate in the ESPP, upon which the employee authorizes payroll deductions during the offering period in an amount equal to at least 1% of his or her compensation, but not more than the contribution limit. The contribution limit for each offering period is the lesser of (i) 15% of an eligible employee's compensation for the offering period or (ii) $7,500. Except for the initial offering period, the ESPP provides for 6-month offering periods commencing on January 11 or July 11 and ending on July 10 or January 10 of each year. The initial offering period under the ESPP commenced on April 20, 2018 and will end on January 10, 2019. On each purchase date, eligible employees will purchase the shares at a price per share equal to 85% of the lesser of (1) the fair market value of our stock on the offering date or (2) the fair market value of our stock on the purchase date. For the three and nine months ended November 2, 2018, stock-based compensation expense associated with the ESPP was $0.8 million and $2.0 million, respectively. As of November 2, 2018, there was $0.9 million of unrecognized stock-based compensation expense related to the ESPP that is expected to be recognized over the remaining term of the initial offering period. Stock-Based Compensation Expense The following table summarizes the components of total equity stock-based compensation expense included in our condensed consolidated financial statements for each of the periods presented (in thousands): Three Months Ended Nine Months Ended November 2, November 3, November 2, November 3, 2018 2017 2018 2017 Cost of revenue – subscription $ 404 $ 162 $ 1,042 $ 342 Cost of revenue - services 4,248 2,055 10,726 4,560 Sales and marketing 5,854 2,574 15,112 5,926 Research and development 5,521 2,355 13,771 5,439 General and administrative 3,401 1,379 8,582 3,667 Total stock-based compensation expense $ 19,428 $ 8,525 $ 49,233 $ 19,934 The expense related to awards previously granted by DellEMC and VMware to certain of our employees was $0.3 million and $0.1 million for the three months ended November 2, 2018 and November 3, 2017, respectively , and was $0.9 million and $0.2 million for the nine months ended November 2, 2018 and November 3, 2017, respectively. |