Equity Incentive Plans | 7. Equity Incentive Plans In April 2017, the Company adopted the 2017 Stock Option Plan (the “2017 Plan”), primarily for the purpose of granting stock options to employees and employee warrants BSPCE ( bons de souscription de parts de créateur d'entreprise” “ In August 2019, the Company adopted the 2019 Free Share Plan (the “Free Share Plan”), primarily for the purpose of granting Restricted Stock Units (“RSUs”) to employees. In June 2019, the Company’s shareholders also delegated authority to the Company’s board of directors to grant warrants (“ bons de souscription d'actions The Company no longer grants employee warrants (BSPCE) as the Company no longer meets the eligibility criteria for granting BSPCEs. As of March 31, 2020, there were 1,259,480 ordinary shares available for future issuance under the 2017 Plan and 751,240 warrants (BSA) and RSUs available for grant under the Company’s share pool reserve. Stock options and warrants In general, vesting of stock options and employee warrants (BSPCE) occurs over four years, with 25% on the one year anniversary of the grant and 1/16th Employee warrants (BSPCE) are a specific type of option to acquire ordinary shares available to qualifying companies in France that meet certain criteria. Otherwise, employee warrants (BSPCE) function in the same manner as stock options. In general, warrants (BSA) vest quarterly over a one-year period. In addition to any exercise price payable by a holder upon the exercise of any warrants (BSA), pursuant to the relevant shareholders' delegation to the board, such warrants need to be subscribed for a price at least equal to 5% of the volume weighted average price of the last five trading sessions on the Nasdaq Global Market preceding the date of allocation of the BSA by the board of directors. Otherwise, warrants (BSA) function in the same manner as stock options. The following table summarizes the activity and related weighted-average exercise prices (“WAEP”) and weighted-average remaining contractual term (“WACT”) of the Company’s stock options and warrants for the three months ended March 31, 2020 (in thousands, except exercise price per option): Stock options outstanding BSPCE warrants outstanding BSA warrants outstanding WAEP per share WACT (in years) Aggregate intrinsic value Balance as of December 31, 2019 1,215 155 210 $ 14.61 5.1 $ 40,809 Granted — — — — Exercised (144) (2) — 10.94 Forfeited (11) (2) (11) 31.95 Balance as of March 31, 2020 1,060 151 199 $ 14.35 5.2 $ 15,215 Vested and expected to vest as of March 31, 2020 1,052 148 199 $ 14.39 5.2 $ 15,053 Exercisable as of March 31, 2020 993 136 186 $ 13.60 5.1 $ 14,896 The total intrinsic values of stock options and warrants exercised during the period ended March 31, 2020 was $4.0 million. Restricted Stock Units (RSUs) RSUs vest upon either performance-based or service-based criteria. Performance-based RSUs are typically granted such that they vest upon the achievement of certain software subscription sales targets, during a specified performance period, subject to the satisfaction of certain time-based service criteria. Compensation expense from these awards is equal to the fair market value of the Company’s ordinary shares on the date of grant and is recognized over the remaining service period based on the probable outcome of achievement of the financial metrics used in the specific grant’s performance criteria. Management’s estimate of the number of shares expected to vest is based on the anticipated achievement of the specified non-market performance criteria, which are assessed at each reporting period. In general, service-based RSUs vest over a four-year period, with 25% vesting on the one year anniversary of the grant and equal quarterly installments thereafter. A summary of RSU activity under all of the plans as of March 31, 2020 is presented in the following table (in thousands, except the weighted-average grant date fair value per RSU): Number of service- Number of performance- Weighted-average based RSUs based RSUs grant date fair value Balance as of December 31, 2019 1,924 384 $ 44.96 Granted 628 278 37.36 Vested and released (78) (24) 40.56 Forfeited (113) (201) 44.94 Balance as of March 31, 2020 2,361 437 $ 41.89 Expected to vest as of March 31, 2020 1,886 327 $ 42.18 Employee Stock Purchase Plan In the fourth quarter of 2017, the Company established the 2017 Employee Stock Purchase Plan (the “ESPP”), which was amended and restated in August 2019. The ESPP allows the Company’s employees to purchase ADSs, with each ADS representing one ordinary share of the Company, at a discount through payroll deductions up to 15% of their eligible compensation, subject to any plan limitations. The ESPP has two consecutive offering periods of approximately six months in length during the year and the purchase price of the ADSs is 85% of the lower of the fair value of the Company’s ADSs on the first trading day or on the last trading day of the offering period. A total of 425,547 ADSs are available for sale under the ESPP as of March 31, 2020. As of March 31, 2020, $0.7 million has been withheld on behalf of employees for a future purchase under the ESPP and is recorded in accrued compensation benefits. Compensation expense Cost of revenue and operating expenses include employee share-based compensation expense as follows (in thousands): Three Months Ended March 31, 2020 2019 Cost of revenue - subscriptions $ 248 $ 629 Cost of revenue - professional services 406 527 Sales and marketing 2,454 1,527 Research and development 2,957 2,232 General and administrative 4,264 1,775 Total share-based compensation expense $ 10,329 $ 6,690 During fiscal year 2019, the Company decreased the estimated forfeiture rate as part of the Company’s annual assessment of the assumptions used in the calculation of share-based compensation expense. The adjustment resulted in higher expense recognized in periods subsequent to March 31, 2019. As of March 31, 2020, the Company had $55.8 million of total unrecognized share-based compensation expense relating to unvested stock options, employee warrants (BSPCE), warrants (BSA) and RSUs, which are expected to be recognized over a weighted-average period of approximately 1.9 years. |