Stockholders' Equity

9 Months Ended

Oct. 31, 2014

Equity [Abstract]

Stockholders' Equity

Stockholders’ Equity

The Company maintains the following stock plans: the ESPP, the 2013 Equity Incentive Plan and the 2014 Inducement Equity Incentive Plan (the “2014 Inducement Plan”). The expiration of the 1999 Stock Option Plan (“1999 Plan”) in fiscal 2010 did not affect awards outstanding, which continue to be governed by the terms and conditions of the 1999 Plan.

On July 10, 2014, the Company adopted the 2014 Inducement Plan with a reserve of 335,000 shares of common stock for future issuance solely for the granting of inducement stock options and equity awards to new employees, including employees of acquired companies. In addition, approximately 319,000 shares of common stock that remained available for grant under the 2006 Inducement Equity Incentive Plan (the “Prior Inducement Plan”) as of July 9, 2014 were added to the 2014 Inducement Plan share reserve and the Prior Inducement Plan was terminated. Further, any shares of common stock subject to outstanding awards under the Prior Inducement Plan that expire, are forfeited, or are repurchased by the Company will also become available for future grant under the 2014 Inducement Plan. Termination of the Prior Inducement Plan did not affect the outstanding awards previously issued thereunder. The 2014 Inducement Plan was adopted without stockholder approval in reliance on the "employment inducement exemption" provided under the New York Stock Exchange Listed Company Manual.

As of October 31, 2014, $60.7 million has been withheld on behalf of employees for future purchases under the ESPP and is recorded in accounts payable, accrued expenses and other liabilities.

Prior to February 1, 2006, options issued under the Company’s stock option plans generally had a term of 10 years. From February 1, 2006 through July 3, 2013, options issued had a term of five years. After July 3, 2013, options issued have a term of seven years.

Stock activity excluding the ESPP is as follows:

			Options Outstanding
	Shares Available for Grant		Outstanding Stock Options		Weighted- Average Exercise Price		Aggregate Intrinsic  Value (in thousands)
Balance as of January 31, 2014	55,852,536		28,604,045		$	34.26
Increase in shares authorized:
2013 Equity Incentive Plan	3,132,662		0		0.00
2014 Inducement Equity Incentive Plan	654,957		0		0.00
2011 Relate IQ Plan	291,361		0		0.00
Options granted under all plans	(2,606,374	)	2,606,374		53.99
Restricted stock activity	(6,307,825	)	0		0.00
Stock grants to board and advisory board members	(177,674	)	0		0.00
Exercised	0		(5,680,848	)	22.57
Plan shares expired	(2,582,861	)	0		0.00
Canceled	1,035,115		(1,035,115	)	33.49
Balance as of October 31, 2014	49,291,897		24,494,456		39.11		$	609,478
Vested or expected to vest			23,057,598		$	38.59	$	585,703
Exercisable as of October 31, 2014			10,185,611		$	31.18	$	334,162

The total intrinsic value of the options exercised during the nine months ended October 31, 2014 and 2013 was $202.0 million and $218.0 million, respectively. The intrinsic value is the difference between the current market value of the stock and the exercise price of the stock option.

The weighted-average remaining contractual life of vested and expected to vest options is approximately 3.8 years.

As of October 31, 2014, options to purchase 10,185,611 shares were vested at a weighted average exercise price of $31.18 per share and had a remaining weighted-average contractual life of approximately 2.2 years. The total intrinsic value of these vested options as of October 31, 2014 was $334.2 million.

The following table summarizes information about stock options outstanding as of October 31, 2014:

	Options Outstanding				Options Exercisable
Range of Exercise Prices	Number Outstanding	Weighted- Average Remaining Contractual Life (Years)	Weighted- Average Exercise Price		Number of Shares	Weighted- Average Exercise Price
$0.58 to $27.06	5,368,871	3.1	$	21.39	3,508,231	$	20.72
$27.56 to $34.63	1,004,893	3.6	30.86		428,981	30.54
$35.63	3,530,909	1.1	35.63		3,401,222	35.63
$35.87 to $39.09	5,736,545	2.9	38.12		2,578,871	38.13
$40.19 to $52.14	769,316	5.1	43.07		200,449	43.16
$52.30	5,278,748	6.1	52.30		0	0.00
$53.60 to $63.66	2,805,174	6.6	56.46		67,857	54.28
	24,494,456	3.9	$	39.11	10,185,611	$	31.18

Restricted stock activity is as follows:

	Restricted Stock Outstanding
	Outstanding		Weighted- Average Exercise Price		Aggregate Intrinsic Value (in thousands)
Balance as of January 31, 2014	24,653,578		$	0.001
Granted	4,816,527		0.001
Canceled	(2,401,832	)	0.001
Vested and converted to shares	(6,517,700	)	0.001
Balance as of October 31, 2014	20,550,573		$	0.001	$	1,315,031
Expected to vest	17,894,663				$	1,145,079

The restricted stock, which upon vesting entitles the holder to one share of common stock for each share of restricted stock, has an exercise price of $0.001 per share, which is equal to the par value of the Company’s common stock, and generally vests over 4 years.

The weighted-average grant date fair value of the restricted stock issued for the nine months ended October 31, 2014 and 2013 was $58.84 and $43.52, respectively.

Common Stock

The following number of shares of common stock were reserved and available for future issuance at October 31, 2014:

Options outstanding	24,494,456
Restricted stock awards and units outstanding	20,550,573
Stock available for future grant:
2013 Equity Incentive Plan	49,115,851
2014 Inducement Equity Incentive Plan	176,046
2004 Employee Stock Purchase Plan	4,298,711
Convertible senior notes	25,820,078
Warrants	44,252,692
	168,708,407