Equity-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2016

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

The following table summarizes the equity-based compensation recognized by expense line item on Actua’s Consolidated Statements of Operations:



(in thousands)	Three Months Ended March 31,
	2016		2015
Cost of revenue	$	41	$	26
Sales and marketing	104		58
General and administrative	4,774		7,093
Research and development	124		45
Total equity-based compensation	$	5,043	$	7,222

Equity-based compensation by equity award type:



(in thousands, except weighted average years)	Three Months Ended March 31,				Weighted Average Years Remaining of Equity-Based Compensation as of
	2016		2015		March 31, 2016
Restricted stock	$	3,925	$	6,655	1.78
SARs	58		147		0.85
DSUs	99		17		2.70
	4,082		6,819
Equity-based compensation for consolidated businesses	961		403		2.79
Total equity-based compensation	$	5,043	$	7,222

Unrecognized equity-based compensation by equity award type:



(in thousands)	As of March 31,
	2016		2015
Restricted stock	$	18,387	$	37,632
SARs	67		386
DSUs	869		—
	19,323		38,018
Equity-based compensation for consolidated businesses	9,660		4,687
Total equity-based compensation	$	28,983	$	42,705

Changes in Restricted Stock

Share activity with respect to restricted stock awards for the three months ended March 31, 2016 and 2015 was as follows:



	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



	Number of Shares		Weighted Average Grant Date Fair Value
Issued and unvested as of December 31, 2015	3,480,828		$	16.51
Granted	434,283		$	8.44
Vested	(657,317	)	$	18.75
Forfeited	(588,819	)	$	10.69
Issued and unvested as of March 31, 2016	2,668,975		$	15.93

Issued and Unvested Shares Of Restricted Stock Granted

As of March 31, 2016, issued and unvested shares of restricted stock granted to Actua’s employees and BODs vest as follows:



Number of Shares Unvested			Vesting Conditions
1,335,700			Subject to certain market conditions, as discussed below
419,283			Subject to certain performance conditions, as discussed below
913,992			Subject to certain service conditions, as discussed below
2,668,975

Changes in Stock Appreciation Rights

There was no activity with respect to SARs during the three months ended March 31, 2016. The activity with respect to SARs for the three months ended March 31, 2015 and 2016 was as follows:



	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
Forfeited	—		$	—	$	—
Outstanding as of March 31, 2015	542,085		$	10.64	$	5.80

	Number of SARs		Weighted Average Base Price		Weighted Average Fair Value
Outstanding as of December 31, 2015	479,656		$	10.64	$	5.80
Granted	—		$	—	$	—
Exercised ⁽¹⁾	—		$	—	$	—
Forfeited	—		$	—	$	—
Outstanding as of March 31, 2016	479,656		$	10.64	$	5.80


⁽¹⁾	The exercise of SARs listed above resulted in the issuance of 1,869 and zero shares of Actua’s Common Stock for the three-month periods ended March 31, 2015 and March 31, 2016, respectively.

The following table summarizes information about SARs outstanding as of March 31, 2016:



Grant price	Number of SARs outstanding	Number of SARs exercisable	Weighted average remaining contractual life of SARs outstanding (in years)	Aggregate intrinsic value of SARs outstanding as of March 31, 2016 (in thousands)
$6.70 - $8.76	68,264	68,264	2.93	$	75
$9.25 - $9.84	144,095	132,537	6.21	$	—
$11.69 - $17.31	267,297	265,160	4.85	$	—
	479,656	465,961		$	75

Assumptions Used to Determine Fair Value of Stock Options

The following assumptions were used to determine the fair value of SARs granted to employees by Actua during the three months ended March 31, 2015.



	Three Months Ended March 31, 2015
Expected volatility	56	%
Average expected life of SAR (in years)	6.13
Risk-free interest rate	1.51	%
Dividend yield	—

The following assumptions were used to determine the fair value of stock options granted by Actua's consolidated businesses to their employees during the three-month period ended March 31, 2016; there were no stock option grants made by Actua's consolidated businesses during the three-months ended March 31, 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.



	Three Months Ended March 31, 2016
Expected volatility	30% - 50%
Average expected life of stock options (in years)	5.93 - 6.25
Risk-free interest rate	1.42% - 1.44%
Dividend yield	—

Schedule of Share-based Compensation, Nonemployee Director Stock Award Plan, Activity

Share activity with respect to the annual DSU awards for the three months ended March 31, 2015 was as follows:



	Number of shares		Weighted average grant date fair value
Issued and unvested as of December 31, 2014	22,500		$	17.63
Vested	(22,500	)	$	17.63
Issued and unvested as of March 31, 2015	—		$	—

Disclosure of Share-based Compensation Arrangements by Share-based Payment Award



Consolidated business		Description of equity-based compensation award
GovDelivery - NuCivic acquisition ⁽¹⁾		Grant of $3.1 million in restricted stock
GovDelivery - Textizen acquisition ⁽¹⁾		Grant of $0.9 million in restricted stock
FolioDynamix ⁽²⁾		Grant of stock options with total fair value of $5.1 million

______________________________

⁽¹⁾ In conjunction with the NuCivic and Textizen acquisition transactions, GovDelivery granted $3.1 million and $0.9 million, respectively,

of restricted stock. The expense associated with those awards is being recognized ratably over a four-year vesting period. That expense is included in the line item “Equity-based compensation for consolidated businesses” in the equity-based compensation by equity award type table above.

⁽²⁾In conjunction with Actua’s acquisition of FolioDynamix, stock options with a total fair value of $5.1 million were granted to certain of FolioDynamix’s employees. The majority of those stock options vest as follows: 25% vested in November 2015, and the remaining 75% vest ratably each month through November 2018. The remaining stock options vest upon the achievement of certain performance or market conditions, as well as service conditions; to the extent that the performance or market conditions are not achieved, those stock options will lapse unvested. The expense associated with those awards is being recognized over the relative vesting periods.