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Stock-Based Compensation
3 Months Ended
Mar. 31, 2014
Stock-Based Compensation  
Stock-Based Compensation

4.    Stock-Based Compensation

As of March 31, 2014, there were options outstanding to purchase an aggregate of 2,436,049 shares of common stock under the Company’s 2006 Equity Incentive Plan, as amended (the “2006 Plan”). In March 2012, the Company established the 2012 Equity Incentive Plan (the “2012 Plan”) pursuant to which the Company has reserved an additional 10,298,917 shares of its common stock for issuance to its employees, directors, and non-employee third parties. As of March 31, 2014, options to purchase 5,231,823 shares of common stock and 1,935,026 restricted stock units (“RSUs”) were outstanding under the 2012 Plan. Each RSU represents the contingent right to receive one share of common stock. Upon adoption of the 2012 Plan, no additional awards under the prior 2006 Plan may be issued, although outstanding awards under the 2006 Plan continue to vest in accordance with their terms until exercised, forfeited or expired. As of March 31, 2014, 2,766,176 shares are available for future grant under the 2012 Plan.

As part of the 2013 acquisition of Jumptap, Inc. the Company assumed options that were outstanding under the Jumptap, Inc. 2005 Stock Option Plan (the “Jumptap Plan”), and converted them into options to purchase an aggregate of 861,311 shares of the Company’s common stock. No additional awards under the Jumptap plan may be issued, although outstanding awards continue to vest in accordance with their terms until exercised, forfeited or expired.  As of March 31, 2014, there were options outstanding to purchase an aggregate of 453,717 shares of common stock under Jumptap Plan.  

Stock compensation expense recognized by the Company for the three months ended March 31, 2013 and 2014 was follows (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended March 31,

 

2014

 

2013

 

 

 

 

Stock option awards

$

1,596 

 

$

490 

Restricted stock awards

 

65 

 

 

803 

RSUs

 

2,111 

 

 

364 

Total recognized stock-based compensation expense

$

3,772 

 

$

1,657 

 

During the three months ended March 31, 2014 the Company incurred $531,000 in stock-based compensation expense for the acceleration of equity awards for certain employees in connection with the termination of their employment with the Company.

Stock Option Awards

The following summarizes the assumptions used for estimating the fair value of stock options granted for the three months ended March 31, 2014 and 2013:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended March 31,

 

 

2014

 

2013

 

 

 

 

 

 

 

 

 

 

Risk-free interest rate

 

1.8% 

-

2.0%

 

 

1.0% 

-

1.1%

Expected life

 

6.0 

-

6.3

years

 

6.0 

years

Expected volatility

 

53% 

-

54%

 

 

 

 

55%

Dividend yield

 

 

 

0%

 

 

 

 

0%

Weighted-average grant date fair value

 

 

$

3.59

 

 

 

$

4.74

 

The following is a summary of option activity for the three months ended March 31, 2014:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

 

 

 

Remaining

 

Aggregate

 

 

 

 

Weighted-

 

Contractual

 

Intrinsic

 

 

 

 

Average

 

Term

 

Value

 

 

Number

 

Exercise Price

 

(in years)

 

(in thousands)

Options outstanding at January 1, 2014

 

7,665,097 

 

$

5.28 

 

 

 

 

 

Granted

 

2,232,935 

 

 

6.81 

 

 

 

 

 

Exercised

 

(385,313)

 

 

2.69 

 

 

 

 

 

Forfeited

 

(1,391,130)

 

 

6.56 

 

 

 

 

 

Options outstanding at March 31, 2014

 

8,121,589 

 

$

5.60 

 

8.28 

 

$

14,417 

 

 

 

 

 

 

 

 

 

 

 

Options exercisable at March 31, 2014

 

3,046,974 

 

$

3.30 

 

5.91 

 

$

12,133 

 

 

 

 

 

 

 

 

 

 

 

Options vested and expected to vest at March 31, 2014

 

7,869,720 

 

$

5.61 

 

8.00 

 

$

13,970 

 

The total compensation cost related to unvested awards not yet recognized as of March 31, 2014 totaled $17.4 million and will be recognized over a weighted-average period of approximately 3.3 years.

The aggregate intrinsic value of all stock options exercised during the three months ended March 31, 2014 and 2013 was $1.7 million and $2.0 million respectively. The total fair value of stock options that vested during the three months ended March 31, 2014 and 2013 was $1.6 million and $606,000, respectively.

Restricted Common Stock Awards

In connection with the acquisition of Condaptive, Inc. (“Condaptive”) on May 6, 2011, the Company issued 1,448,080 shares of restricted common stock to the employee shareholders of Condaptive. Under the terms of the stock restriction agreements, a portion of the shares of common stock issued was released from restriction on May 6, 2012, the first anniversary of the issuance. Thereafter, the remaining shares of common stock will be released from restriction on a monthly basis over a period that expires between May 2014 and December 2014, depending on the individual award, so long as the shareholder remains an employee of the Company as of the date of each such release, until all of the common stock is released from restriction. If the shareholder’s employment terminates prior to the release of all shares from restriction, the shares not yet vested are subject to repurchase by the Company at a price of $0.001 per share. As March 31, 2014, a total of 1,384,412 shares had been released from restriction and 63,668 shares remained subject to the stock restriction agreements.

Stock-based compensation expense related to the restricted common stock is being recognized ratably over the restriction period based on the fair value of the individual awards. At March 31, 2014, unrecognized compensation expense relating to the remaining restricted stock awards was $178,000 and the aggregate intrinsic value of the unvested restricted stock was $441,000. The unrecognized compensation expense will be amortized through December 2014 for the remaining vesting period based on the vesting schedules of the awards.

Restricted Stock Units (RSUs)

The following is a summary of RSU activity for the three months ended March 31, 2014:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-Average

 

 

 

 

Grant Date

 

 

Number

 

Fair Value

RSUs outstanding at January 1, 2014

 

1,177,288 

 

$

7.80 

Granted

 

965,212 

 

 

6.92 

Vested

 

(207,474)

 

 

7.57 

Forfeited

 

 -

 

 

 -

RSUs outstanding at March 31, 2014

 

1,935,026 

 

 

7.39 

 

At March 31, 2014, unrecognized compensation expense related to the RSUs was $12.9 million. The unrecognized compensation expense is expected to be recognized over a weighted-average period of approximately 2.5 years.