Equity-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Equity-based compensation by expense line item on Actua’s Consolidated Statements of Operations (in thousands):



	Three Months Ended September 30,				Nine Months Ended September 30,
	2015		2014		2015		2014
Cost of revenue	$	48	$	16	$	103	$	55
Sales and marketing	173		35		310		118
General and administrative	6,270		6,270		20,250		16,706
Research and development	170		36		341		93
Total Equity-Based Compensation	$	6,661	$	6,357	$	21,004	$	16,972

Equity-based compensation by equity award type (in thousands, except weighted average years):



	Three Months Ended September 30,				Nine Months Ended September 30,				Unrecognized Equity-Based Compensation as of		Weighted Average Years Remaining of Equity-Based Compensation as of
	2015		2014		2015		2014		September 30, 2015		September 30, 2015
Restricted Stock	$	5,530	$	5,870	$	18,352	$	15,431	$	27,217	1.85
SARs	61		195		340		646		185		1.14
DSUs	99		99		135		347		1,166		2.95
	5,690		6,164		18,827		16,424		28,568
Equity-Based Compensation for Consolidated Businesses	971		193		2,177		548		8,658		3.21
Total Equity-Based Compensation	$	6,661	$	6,357	$	21,004	$	16,972	$	37,226

Changes in Restricted Stock

Share activity with respect to restricted stock awards for the three and nine months ended September 30, 2015 and 2014 was as follows:



	Number of Shares		Weighted Average Grant Date Fair Value
Issued and unvested as of December 31, 2013	1,185,071		$	9.52
Granted	3,095,948		$	17.21
Vested	(175,771	)	$	12.68
Forfeited	(366,666	)	$	9.96
Issued and unvested as of March 31, 2014	3,738,582		$	15.70
Granted	135,000		$	17.41
Vested	(61,647	)	$	10.52
Issued and unvested as of June 30, 2014	3,811,935		$	15.84
Granted	9,000		$	17.31
Vested	(8,326	)	$	9.25
Forfeited	(1,875	)	$	10.22
Issued and unvested as of September 30, 2014	3,810,734		$	15.86



	Number of Shares		Weighted Average Grant Date Fair Value
Issued and unvested as of December 31, 2014	3,755,275		$	15.94
Granted	441,256		$	16.21
Vested	(644,247	)	$	19.70
Forfeited	(43,660	)	$	17.85
Issued and unvested as of March 31, 2015	3,508,624		$	15.75
Granted	140,416		$	13.17
Vested	(63,017	)	$	10.80
Issued and unvested as of June 30, 2015	3,586,023		$	15.74
Granted	—		$	—
Vested	(28,461	)	$	14.27
Forfeited	(26,125	)	$	16.58
Issued and unvested as of September 30, 2015	3,531,437		$	15.74

Schedule of Shares Withheld for Income Taxes

The following shares were surrendered by Actua's employees for satisfying withholding taxes:



	2014	2015
Three Months Ended March 31,	46,039	207,649
Three Months Ended June 30,	21,523	26,032
Three Months Ended September 30,	2,239	3,330
Nine Months Ended September 30:	69,801	237,011

Issued And Unvested Shares Of Restricted Stock Granted

As of September 30, 2015, issued and unvested shares of restricted stock granted to Actua’s employees and Board of Directors vest as follows:



Number of Shares Unvested			Vesting Conditions
1,702,366			Subject to certain market conditions, as discussed below
503,315			Subject to certain performance conditions, as discussed below
1,124,100			25% each year for four years on the anniversary of the grant date
45,834			November 2015
15,406			One-third in each of September 2015, March 2016 and September 2016
50,416			June 2016 (granted to Actua's Board of Directors, see subsection below)
90,000			One-third in June 2016, 8% quarterly thereafter (granted to Actua's Board of Directors, see subsection below)
3,531,437

Changes in Stock Appreciation Rights

Activity with respect to SARs during the three and nine months ended September 30, 2015 and 2014 was as follows:



	Number of SARs		Weighted Average Base Price		Weighted Average Fair Value
Outstanding as of December 31, 2013	1,232,808		$	8.86	$	4.99
Exercised (1)	(293,925	)	$	8.07	$	4.70
Outstanding as of March 31, 2014	938,883		$	9.10	$	5.07
Exercised (1)	(24,352	)	$	9.56	$	4.92
Outstanding as of June 30, 2014	914,531		$	9.09	$	5.06
Granted	500		$	17.31	$	9.48
Exercised (1)	(3,165	)	$	10.54	$	5.67
Forfeited	(5,001	)	$	10.16	$	5.44
Outstanding as of September 30, 2014	906,865		$	9.09	$	5.06

	Number of SARs		Weighted Average Base Price		Weighted Average Fair Value
Outstanding as of December 31, 2014	548,482		$	10.62	$	5.79
Granted	1,500		$	16.69	$	8.99
Exercised (1)	(7,897	)	$	10.61	$	5.72
Outstanding as of March 31, 2015	542,085		$	10.64	$	5.80
Activity for the three months ended June 30, 2015	—		$	—	$	—
Outstanding as of June 30, 2015	542,085		$	10.64	$	5.80
Exercised (1)	(10,587	)	$	8.86	$	4.98
Forfeited	(1,407	)	$	9.25	$	4.90
Outstanding as of September 30, 2015	530,091		$	10.68	$	5.82


(1)	The exercise of SARs listed above resulted in the issuance of the following shares of Actua’s Common Stock:



	2014	2015
Three Months Ended March 31,	120,459	1,869
Three Months Ended June 30,	8,634	—
Three Months Ended September 30,	897	2,405
Nine Months Ended September 30:	129,990	4,274

Assumptions Used to Determine Fair Value of Stock Appreciation Rights Granted to Employees

The following assumptions were used to determine the fair value of SARs granted to employees by Actua during the nine-month period ended September 30, 2015:



	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2015		2014		2015
Expected volatility	56	%	—	%	56	%	56	%
Average expected life of SAR (in years)	6.25		—		6.25		6.13
Risk-free interest rate	2.12	%	—		2.12	%	1.51	%
Dividend yield	—		—		—		—

Assumptions Used to Determine Fair Value of Stock Options

The following assumptions were used to determine the fair value of stock options granted by Actua's consolidated businesses to their employees during the nine-month period ended September 30, 2015. Due to insufficient historical data, Actua's consolidated businesses used the simplified method to determine the expected life of all stock options granted under the respective equity incentive plans.



	Nine Months Ended September 30,
	2015
Expected volatility	35%-45%
Average expected life of SAR (in years)	5.84-6.25
Risk-free interest rate	1.42%-1.86%
Dividend yield	—