15. Stock incentive plans

In March 2011, our board of directors approved the 2011 Plan. The 2011 Plan provides for the grant of incentive and nonstatutory stock options, stock appreciation rights, restricted shares of our common stock, stock units, and performance cash awards. As of January 1st of each year, the number of shares of common stock reserved for issuance under the 2011 Plan shall automatically be increased by a number equal to the lesser of (a) 4.5% of the total number of shares of common stock then outstanding, (b) 3,000,000 shares of common stock or (c) as determined by our board of directors. As of December 31, 2014, 8,693,162 shares of common stock are reserved for issuance. As of December 31, 2014, options to purchase 5,229,486 shares of common stock and 2,449,716 RSUs have been granted under the 2011 Plan.

No further awards will be made under our 2001 Plan and it will be terminated. Options outstanding under the 2001 Plan will continue to be governed by their existing terms. As of December 31, 2014, options to purchase 1,525,335 shares of common stock were outstanding under the 2001 Plan.

The following table summarizes our stock-based compensation expense included in the consolidated statements of operations for 2014, 2013 and 2012:

	Years ended December 31,
	2014		2013		2012
Network operations	$	1,356	$	888	$	352
Development and technology		600		380		352
Selling and marketing		2,017		1,045		571
General and administrative		3,191		2,193		1,460

Total stock-based compensation expense	$	7,164	$	4,506	$	2,735

We capitalized $398 of stock-based compensation expense for the year ended December 31, 2014.

Stock option awards

We grant stock option awards to both employees and non-employee directors. The grant date for these awards is the same as the measurement date. The stock option awards generally vest over a four year service period with 25% vesting when the individual completes 12 months of continuous service and the remaining 75% vesting monthly thereafter. These awards are valued as of the measurement date and the stock-based compensation expense, net of estimated and actual forfeitures, is recognized on a straight-line basis over the requisite service period. A summary of the activity for stock option awards for 2014, 2013 and 2012 is presented below:

	Number of Options (000's)			Weighted Average Exercise Price		Weighted- Average Remaining Contract Life (years)		Aggregate Intrinsic Value
Outstanding at December 31, 2011		6,601		$	5.50		7.0	$	30,996
Granted		1,391		$	8.29
Exercised		(1,899	)	$	1.36
Canceled/forfeited		(1,048	)	$	11.85

Outstanding at December 31, 2012		5,045		$	6.50		6.4	$	14,742
Granted		1,351		$	6.73
Exercised		(461	)	$	1.33
Canceled/forfeited		(980	)	$	10.20

Outstanding at December 31, 2013		4,955		$	6.31		6.6	$	9,535
Granted		203		$	5.99
Exercised		(458	)	$	2.53
Canceled/forfeited		(359	)	$	7.53

Outstanding at December 31, 2014		4,341		$	6.60		5.8	$	11,017


Vested, exercisable and expected to vest at December 31, 2014		4,267		$	6.58		5.7	$	10,946
Exercisable at December 31, 2014		3,053		$	5.83		4.9	$	10,014

The aggregate intrinsic value in the table above represents the difference between the estimated fair value of our common stock at December 31, 2014 and the option exercise price, multiplied by the number of in-the-money options at December 31, 2014. The intrinsic value changes are based on the estimated fair value of our common stock.

Stock options to purchase approximately 458,000, 461,000 and 1,899,000 shares of our common stock were exercised during the years ended December 31, 2014, 2013 and 2012 for cash proceeds of $1,158, $614 and $2,573, respectively. The total intrinsic value of stock options exercised for the years ended December 31, 2014, 2013 and 2012 was $2,027, $2,662 and $14,901, respectively. We realized $55 and $2,190 of tax benefits for the deductions from stock option exercises during 2013 and 2012, respectively.

The weighted average grant date fair value of options granted for the years ended December 31, 2014, 2013 and 2012 was $2.92, $3.03 and $3.59, respectively.

At December 31, 2014, the total remaining stock-based compensation expense for unvested stock option awards is $4,479, which is expected to be recognized over a weighted average period of 2.11 years.

Restricted stock unit awards

We grant time-based restricted stock units ("RSU") to executive and non-executive personnel and non-employee directors. The time-based RSUs granted to executive and non-executive personnel generally vest over a two to three year period subject to continuous service on each vesting date. The time-based RSUs for our non-employee directors generally vest over a one year period for existing members and 25% per year over a four-year period for new members subject to continuous service on each vesting date.

During the year ended December 31, 2014, we granted performance-based RSUs to executive personnel. These awards vest subject to certain performance objectives based on the Company's annual revenue growth achieved during the specified performance period and certain long-term service conditions. The maximum number of RSUs that may vest is determined based on actual Company achievement with one-third of the performance-based RSUs vesting when the individual completes 12 months of continuous service and the balance vesting over a series of eight successive equal quarterly installments thereafter subject to continuous service on each vesting date. We recognize stock-based compensation expense for performance-based RSUs when we believe that it is probable that the performance objectives will be met. As of December 31, 2014, the performance condition for these performance-based RSUs has been met.

A summary of the RSU activity in 2014 is as follows:

	Number of Shares (000's)			Weighted Average Grant Date Fair Value
Nonvested at December 31, 2012		—		$	—
Granted		799		$	6.21
Vested		(6	)	$	6.39
Canceled/forfeited		(40	)	$	6.05

Nonvested at December 31, 2013		753		$	6.22
Granted		1,650		$	6.02
Vested		(868	)	$	6.09
Canceled/forfeited		(150	)	$	6.02

Nonvested at December 31, 2014		1,385		$	6.09

During the year ended December 31, 2014, 868,211 shares of time-based RSUs vested. The Company issued 581,866 shares and the remaining shares were withheld to pay minimum statutory federal, state, and local employment payroll taxes on those vested awards.

At December 31, 2014, the total remaining stock-based compensation expense for unvested RSU awards is $6,901, which is expected to be recognized over a weighted average period of 2.1 years.