Share-Based Payments

The Company records the fair value of stock options issued to employees and non-employees as of the grant date as stock-based compensation expense. Stock-based compensation expense for employees and non-employees is recognized over the requisite service period, which is typically the vesting period. Stock-based compensation costs included in the consolidated statements of operations are presented below:



	Year Ended December 31,
	2016		2015		2014
Cost of products	$	81	$	95	$	14
Cost of services	274		354		142
Research and development	9,251		8,614		4,817
Selling, general and administrative	32,596		29,604		16,876
Total	$	42,202	$	38,667	$	21,849

Intrexon Stock Option Plans

In April 2008, Intrexon adopted the 2008 Equity Incentive Plan (the "2008 Plan") for employees and nonemployees pursuant to which Intrexon's board of directors granted share based awards, including stock options, to officers, key employees and nonemployees. Upon the effectiveness of the 2013 Omnibus Incentive Plan (the "2013 Plan"), no new awards may be granted under the 2008 Plan. As of December 31, 2016, there were 562,951 stock options outstanding under the 2008 Plan.

Intrexon adopted the 2013 Plan for employees and nonemployees pursuant to which Intrexon's board of directors may grant share based awards, including stock options and shares of common stock, to employees, officers, consultants, advisors, and nonemployee directors. The 2013 Plan became effective upon the closing of the of the Company's initial public offering in August 2013, and as of December 31, 2016, there were 16,000,000 shares authorized for issuance under the 2013 Plan, of which 10,077,432 stock options were outstanding and 4,291,530 shares were available for grant.

As of December 31, 2016, an additional 1,000,000 options were issued and outstanding outside the 2008 Plan and 2013 Plan. These options were awarded as an inducement grant to an executive officer in accordance with New York Stock Exchange Rule 303A.08 and are generally subject to the same terms and conditions as awards granted under the 2013 Plan.

Stock options may be granted with an exercise price equal to or greater than the stock's fair market value at the date of grant. Stock options may be granted with an exercise price less than the stock's fair market value at the date of grant if the stock options are replacement options in accordance with certain U.S. Treasury regulations. Virtually all stock options have ten-year terms and vest four years from the date of grant.

Stock option activity under Intrexon's award plans was as follows for the periods presented:



	Number of Shares		Weighted Average Exercise Price			Weighted Average Remaining Contractual Term (Years)
Balances at December 31, 2013	2,840,648		$	8.27		7.75
Granted	7,655,050		27.51
Exercised	(315,964	)	(4.80		)
Forfeited	(1,855,578	)	(24.00		)
Expired	(612	)	(7.12		)
Balances at December 31, 2014	8,323,544		22.59			8.64
Granted	5,051,500		45.82
Adjustment due to dividend (Note 14)	312,795		25.40
Exercised	(1,029,291	)	(15.16		)
Forfeited	(1,610,335	)	(26.75		)
Expired	(4,685	)	(28.29		)
Balances at December 31, 2015	11,043,528		32.66			8.49
Granted	4,644,860		29.39
Exercised	(1,210,840	)	(15.83		)
Forfeited	(2,760,809	)	(40.34		)
Expired	(76,356	)	(37.81		)
Balances at December 31, 2016	11,640,383		31.25			8.21
Exercisable at December 31, 2016	3,418,035		28.09			6.88
Vested and Expected to Vest at December 31, 2016(1)	10,019,307		31.04			8.08


(1)	The number of stock options expected to vest takes into account an estimate of expected forfeitures.

Total unrecognized compensation costs related to unvested awards as of December 31, 2016, 2015 and 2014 were $94,038, $113,655 and $62,281, respectively, and are expected to be recognized over a weighted-average period of approximately three years.

The weighted average grant date fair value of options granted during 2016, 2015 and 2014 was $16.28, $25.96 and $16.40, respectively. The aggregate intrinsic value of options exercised during 2016, 2015 and 2014 was $22,704, $24,675 and $6,350, respectively. The aggregate intrinsic value of options is calculated as the difference between the exercise price of the underlying options and the fair value of Intrexon's common stock for those shares where the exercise price was lower than the fair value of Intrexon's common stock on the date of exercise.

The following table summarizes additional information about stock options outstanding as of December 31, 2016:



					Options Outstanding						Options Exercisable
Range of Exercise Prices					Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Life (Years)	Aggregate Intrinsic Value		Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Life (Years)	Aggregate Intrinsic Value
$	2.65	—	$	9.34	562,951	$	6.23	4.13	$	10,172	525,755	$	6.01	3.97	$	9,615
$	15.21	—	$	27.19	2,785,705	23.47		8.54	4,797		684,704	21.07		7.29	2,237
$	27.21	—	$	29.68	3,147,242	29.30		7.53	—		1,400,707	29.35		7.31	—
$	29.70	—	$	42.22	3,590,423	32.89		9.09	—		345,274	37.06		6.85	—
$	43.99	—	$	65.34	1,554,062	54.40		8.43	—		461,595	53.06		8.33	—
					11,640,383	$	31.25	8.21	$	14,969	3,418,035	$	28.09	6.88	$	11,852

The following table summarizes additional information about stock options outstanding as of December 31, 2015:



					Options Outstanding						Options Exercisable
Range of Exercise Prices					Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Life (Years)	Aggregate Intrinsic Value		Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Life (Years)	Aggregate Intrinsic Value
$	0.38	—	$	9.34	1,261,192	$	6.40	5.40	$	29,956	1,147,978	$	6.19	5.25	$	27,507
$	15.21	—	$	28.93	2,682,516	24.25		8.43	15,831		602,023	24.43		8.36	3,445
$	29.14	—	$	29.68	2,895,885	29.63		8.44	1,508		635,743	29.68		7.99	299
$	30.10	—	$	56.77	3,118,935	44.48		9.46	—		108,682	45.87		8.02	—
$	57.95	—	$	65.34	1,085,000	58.07		9.55	—		—	—		—	—
					11,043,528	$	32.66	8.49	$	47,295	2,494,426	$	18.31	6.82	$	31,251

Intrexon currently uses authorized and unissued shares to satisfy share award exercises.

In October 2015, the compensation committee and the independent members of Intrexon's board of directors approved a compensation arrangement whereby the Company's Chief Executive Officer ("CEO") would receive a monthly salary. Previously, the CEO did not receive compensation for his services as an employee of the Company other than through his participation in the Company's Annual Executive Incentive Plan which became effective January 1, 2015. Pursuant to the compensation agreement, the CEO receives a base salary of $200 per month payable in fully vested shares of Intrexon common stock with such shares subject to a three-year lock-up on resale. The monthly number of shares of common stock is calculated based on the closing price on the last trading day of each month and the shares are issued pursuant to the terms of a Restricted Stock Unit Agreement ("RSU Agreement") which was executed between Intrexon and the CEO pursuant to the terms of the 2013 Plan. The RSU Agreement became effective in November 2015 and had an initial term of twelve months. In October 2016, the independent members of Intrexon's board of directors, with the recommendation of the compensation committee of the board of directors, approved a new RSU Agreement for the CEO providing for a term of two months, expiring on December 31, 2016, at the same monthly salary payable in fully vested shares of common stock and on the same terms as the original RSU Agreement. The fair value of the shares issued as compensation for services is included in selling, general, and administrative expenses in the Company's consolidated statements of operations for the years ended December 31, 2016 and 2015, and totaled $1,861 and $314, respectively. In December 2016, the independent members of Intrexon's board of directors, with the recommendation of the compensation committee of the board of directors, approved a new RSU Agreement for the CEO providing for a term of three months expiring on March 30, 2017 and on the same terms as the original RSU Agreement.

Prior to 2015, the CEO did not receive compensation for his services as CEO, and as a result, the Company recorded $1,991 in compensation expense for the year ended December 31, 2014 based on the estimated salary and benefits appropriate for the role.

AquaBounty Stock Option Plans

As of December 31, 2016, there were 185,591 options outstanding, of which 181,766 were exercisable, under the AquaBounty 2006 Equity Incentive Plan ("AquaBounty 2006 Plan") at a weighted average exercise price of $7.89 per share. As of December 31, 2015, there were 179,426 options outstanding under this plan at a weighted average exercise price of $7.83 per share. The AquaBounty stock option data reflect a 1-for-30 reverse stock split of AquaBounty's common stock effective January 5, 2017.

In March 2016, AquaBounty's board of directors adopted the AquaBounty 2016 Equity Incentive Plan ("AquaBounty 2016 Plan") to replace the AquaBounty 2006 Plan. The AquaBounty 2016 Plan provides for the issuance of incentive stock options, non-qualified stock options and awards of restricted and direct stock purchases to directors, officers, employees and consultants of AquaBounty. The AquaBounty 2016 Plan was approved by AquaBounty's shareholders at its annual meeting in April 2016. Upon the effectiveness of the AquaBounty 2016 Plan, no new awards may be granted under the AquaBounty 2006 Plan. As of December 31, 2016, there were no options outstanding under the AquaBounty 2016 Plan.