Equity Award Plans | Equity Award Plans Equity Incentive Plans 2014 Equity Incentive Plan Our 2014 Equity Incentive Plan (the “2014 Plan”) was adopted by our board of directors and approved by our stockholders in March 2014. The 2014 Plan provides for the granting of stock options, restricted stock awards, restricted stock units, stock appreciation rights, performance units and performance shares to our employees, consultants and members of our board of directors. In June 2015, our board of directors adopted and our stockholders approved an amendment and restatement of our 2014 Plan, which increased the number of shares available for issuance under the 2014 Plan by the number of shares subject to awards granted under the 2008 Stock Plan (the “2008 Plan”) that were or may in the future be canceled or otherwise forfeited or repurchased by us after March 20, 2014. A maximum of 8,310,566 shares may become available from such awards granted under the 2008 Plan for issuance under the 2014 Plan. As of December 31, 2015 , we had 3,364,304 shares available for future grant. Annually, the shares authorized for the 2014 Plan will increase by the least of (i) 8,000,000 shares, (ii) 5% of the outstanding shares of common stock on the last day of our immediately preceding fiscal year, or (iii) such other amount as determined by our board of directors. On January 1, 2016 , the number of shares in the 2014 Plan was increased by 3,211,211 shares, representing 5% of the prior year end’s common stock outstanding. In addition, 1,640,324 shares subject to awards granted under the 2008 Plan that had been canceled or otherwise forfeited or repurchased between March 21, 2014 and December 31, 2015 became available for issuance under the 2014 Plan. As of December 31, 2016 , we had 4,241,980 shares available for future grant. On January 1, 2017 , the number of shares in the 2014 Plan was increased by 3,394,376 shares, representing 5% of the prior year end’s common stock outstanding. In addition 266,799 shares subject to awards granted under the 2008 Plan that had been canceled or otherwise forfeited or repurchased during the year ended December 31, 2016 became available for issuance under the 2014 Plan. Vesting periods of awards granted under the 2014 Plan are determined by our board of directors or other committees responsible for administering the 2014 Plan (the "Plan Administrator"). The Plan Administrator determines the contractual terms of awards granted under the 2014 Plan, provided that incentive stock options and stock appreciation rights granted expire no more than ten years from the grant date. In the case of an incentive stock option granted to an employee, who at the time of grant, owns stock representing more than 10% of the total combined voting power of all classes of stock, the per share exercise price shall be no less than 110% of the fair value per share on the date of grant, and the incentive stock option shall expire no later than five years from the date of grant. For incentive stock options granted to any other employee, and nonstatutory stock options and stock appreciation rights granted to employees, consultants, or members of our board of directors, the per share exercise price shall be no less than 100% of the fair value per share on the date of grant. 2014 Employee Stock Purchase Plan The 2014 Employee Stock Purchase Plan (the "2014 Purchase Plan") was adopted by our board of directors and approved by our stockholders in March 2014. The 2014 Purchase Plan consists of a twenty-four month offering period with four six-month purchase periods in each offering period. Employees purchase shares in each purchase period at 85% of the market value of our common stock at the beginning of the offering period or the end of the purchase period, whichever is lower. If the market value of our common stock at the end of the purchase period is less than the market value at the beginning of the offering period, participants will be withdrawn from the then current offering period following their purchase of shares, and automatically will be enrolled in the immediately following offering period. Participants may contribute up to 15% of their eligible compensation, subject to certain limits. The 2014 Purchase Plan provided for an automatic share reserve increase on the first day of each fiscal year beginning 2015 by a number of shares equal to the least of (i) 3,500,000 shares, (ii) 1% of the outstanding common stock on the last day of the immediately preceding fiscal year, or (iii) such other amount as determined by our board of directors. On January 1, 2016, the number of shares in the 2014 Purchase Plan was increased by 642,242 shares, representing 1% of the prior year end’s common stock outstanding. In June 2016, our board of directors adopted, and our stockholders approved an amendment to our 2014 Purchase Plan which removed the automatic annual share increase and increased the number of shares available for issuance under the 2014 Purchase Plan by 4,000,000 shares. As of December 31, 2016 , 4,104,060 shares were available for future issuance under the 2014 Purchase Plan. Employees purchased 1,080,142 shares at an average price of $3.93 and 1,105,015 shares at an average price of $3.56 during the year ended December 31, 2016 and 2015 , respectively. The intrinsic value of shares purchased during the year ended December 31, 2016 and 2015 was $3.5 million and $3.7 million , respectively. The intrinsic value is calculated as the difference between the market value on the date of purchase and the purchase price of the shares. Early Exercise of Stock Options We have allowed certain employees and directors to exercise options granted prior to vesting. The unvested shares are subject to our repurchase right at the original purchase price. The proceeds from the early exercise of stock options initially are recorded in other non-current liabilities and reclassified to common stock as our repurchase right lapses. As of December 31, 2016 and 2015 , 14,307 and 51,884 shares were subject to repurchase at an aggregate price of $0.1 million and $0.3 million , respectively. Option Exchange Program On November 19, 2015, we commenced an option exchange which permitted certain employees and service providers to surrender certain outstanding stock options in exchange for replacement RSUs with a lesser number of shares, subject to a different vesting schedule. This option exchange was completed on December 17, 2015. A total of 344,248 options to purchase shares of common stock with a weighted-average exercise price of $13.58 per share were canceled and replaced with 109,743 RSUs with per share market value of $6.76 , on December 17, 2015. The replacement RSUs started to vest on the one-year anniversary of the grant date. We accounted for this option exchange as a stock option modification in accordance with the provisions of ASC 718 Share-Based Compensation . We are recording the incremental expense of $56,000 in addition to the remaining expense attributable to the exchanged stock options over the vesting period of the new awards. Stock-based Compensation A summary of our stock-based compensation expense is as follows (in thousands): Years Ended December 31, 2016 2015 2014 Stock-based compensation by type of award: Stock options $ 4,153 $ 5,565 $ 5,852 Restricted stock units 12,567 8,871 3,217 Employee stock purchase rights 202 2,425 3,290 $ 16,922 $ 16,861 $ 12,359 Stock-based compensation by category of expense: Cost of revenue $ 1,105 $ 1,533 $ 1,063 Sales and marketing 7,006 7,735 5,829 Research and development 5,732 5,437 3,932 General and administrative 3,079 2,156 1,535 $ 16,922 $ 16,861 $ 12,359 As of December 31, 2016 , we had $32.0 million of unrecognized stock-based compensation expense, net of estimated forfeitures, related to unvested stock-based awards which will be recognized over a weighted-average period of 2.4 years . The fair values of the options and employee stock purchase rights are estimated as of the grant date using the Black-Scholes option-pricing model with the following assumptions: Options Employee Stock Purchase Rights Years Ended December 31, Years Ended December 31, 2016 2015 2014 2016 2015 2014 Expected term (in years) 4.9 4.8 4.8 1.3 1.3 1.3 Risk-free interest rate 1.4% 1.6% 1.8% 0.8% 0.5% 0.3% Expected volatility 49% 50% 41% 42% 41% 27% Dividend rate —% —% —% —% —% —% • Expected Term . We estimate the expected life of options based on an analysis of our historical experience of employee exercise and post-vesting termination behavior considered in relation to the contractual life of the option. The expected term for the 2014 Purchase Plan is based on the term of the purchase period. • Risk-Free Interest Rate . The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for zero coupon U.S. Treasury notes with maturities approximately equal to the expected terms of stock options and shares to be issued under the 2014 Purchase Plan. • Expected Volatility . Due to the limited trading history of our own common stock, we determined the share price volatility factor based on a combination of the historical volatility of our own common stock and the historical volatility of our peer group. • Dividend Rate . The expected dividend was assumed to be zero as we have never paid dividends and have no current plans to do so. Stock Options The following table summarizes our stock option activities and related information: Number of Shares (thousands) Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (thousands) Outstanding as of December 31, 2015 9,291 $ 4.78 Granted 672 $ 5.52 Exercised (1,444 ) $ 4.22 Canceled (1) (651 ) $ 6.23 Outstanding as of December 31, 2016 7,868 $ 4.82 6.2 $ 28,931 Vested and expected to vest as of December 31, 2016 7,758 $ 4.82 6.2 $ 28,554 Vested and exercisable as of December 31, 2016 5,688 $ 4.57 5.6 $ 22,363 _____________________________________ (1) Common shares subject to awards granted under the 2008 Plan and canceled after March 21, 2014 are reallocated to the 2014 Plan’s share reserve and become available for issuance under the 2014 Plan. During the years ended 2016 and 2015 , 266,799 shares and 1,640,324 shares of the canceled stock options, respectively, were reallocated and became available for issuance under the 2014 Plan. As of December 31, 2016 , the aggregate intrinsic value represents the excess of the closing price of our common stock of $8.31 over the exercise price of the outstanding in-the-money options. The following table provides information pertaining to our stock options (in thousands, except weighted-average fair values): Years Ended December 31, 2016 2015 2014 Fair value of options granted $ 1,603 $ 869 $ 11,683 Weighted-average fair value of options granted $ 2.38 $ 2.13 $ 2.79 Intrinsic value of options exercised $ 5,990 $ 2,299 $ 14,863 Stock Awards We have granted restricted stock unit awards (“RSUs”) to our employees, consultants and members of our board of directors, and performance-based stock awards (“PSUs”) and market performance-based stock restricted stock unit awards (“MSUs”) to certain company executives. In 2014 and 2015, we granted 540,000 MSUs and 40,000 MSUs, respectively, to certain executives. These MSUs will vest if the closing price of our common stock remains above certain predetermined target prices for 20 consecutive trading days within a 4 -year period following the grant date, subject to continued service by the award holder. No MSUs were vested as of December 31, 2016 . In February 2016, we granted 547,000 PSUs with certain financial and operational targets. These PSUs are subject to service condition vesting requirements with 25% of the PSUs that become eligible to vest upon achievement of the performance targets scheduled to vest on each of the first, second, third and fourth year anniversary of the PSU grant date. None of these PSUs were vested as of December 31, 2016 . In October 2016, we granted 60,641 PSUs with certain financial and operational targets. These PSUs are subject to service condition vesting requirements with scheduled vesting dates March 2017 through June 2018 to the extent they become eligible to vest upon achievement of the performance targets. None of these PSUs were vested as of December 31, 2016 . The following table summarizes our stock award activities and related information: Number of Shares (thousands) Weighted Average Grant Date Fair Value Weighted-Average Remaining Vesting Term (Years) Aggregate Intrinsic Value (thousands) Outstanding as of December 31, 2015 3,452 $ 5.88 Granted 4,550 $ 6.50 Released (1,139 ) $ 8.16 Canceled (904 ) $ 6.56 Outstanding as of December 31, 2016 5,959 $ 5.81 1.6 $ 49,517 The aggregate intrinsic value of outstanding awards is calculated based on the closing price of our common stock of $8.31 on December 31, 2016 . The aggregate fair value of stock awards released as of the respective vesting dates was approximately $9.7 million and $5.6 million for the years ended December 31, 2016 and 2015 , respectively. Stock Repurchase Program On October 27, 2016, our board of directors authorized a share repurchase program for up to $20.0 million of our common stock over the next 12 months. Under the repurchase authorization, shares may be purchased from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions or other means. The repurchase authorization may be commenced, suspended or discontinued at any time at our discretion. During 2016, we repurchased 226,676 shares at an average price of $7.92 as a part of publicly announced program. The repurchased shares were retired upon delivery to us. |