11. Stockholders' Equity

Common Stock

Our certificate of incorporation authorizes shares of stock as follows: 50,000,000 shares of common stock and 5,000,000 shares of preferred stock. The common and preferred stock have a par value of $0.0001 per share.

Each share of common stock is entitled to one vote at all meetings of stockholders. The number of authorized shares of common stock may be increased or decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders of shares of capital stock of the Company representing a majority of the votes represented by all outstanding shares of capital stock of the Company entitled to vote. The holders of common stock are also entitled to receive dividends, when, if and as declared by our board of directors, whenever funds are legally available therefore, subject to the priority rights of any outstanding preferred stock.


•	In January 2014, the Company issued 1,803,574 shares of common stock to this company in connection with the amendment of such technology services agreement and took a noncash charge of $11.2 million recorded in research and development expenses.

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In September 2014, the Company granted 294,010 shares of restricted stock with a grant-date fair value of $8.73. The restricted stock has restrictions which vest over three years from date of grant for 40,990 shares and over four years from the date of grant for 253,020 shares. The grant-date fair value of the shares is recognized over the requisite vesting period. If vesting periods are not achieved, the shares will be forfeited by the employee.

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In November 2014, the Company granted 41,664 shares of restricted stock with a grant-date fair value of $12.00 to members of the Board of Directors. The restricted stock has restrictions which vest fully after twelve months from date of grant. The grant-date fair value of the shares is recognized over the requisite vesting period. If vesting periods are not achieved, the shares will be forfeited by the respective Director.

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In November, 2014, the Company issued 3,846,154 shares of common stock, at a price of $12.00 per share, before underwriting discounts and commissions. The IPO generated net proceeds of approximately $42.9 million, after deducting underwriting discounts and commissions. Expenses incurred by us for the IPO were approximately $4.1 million and will be recorded against the proceeds received from the IPO.


•	In November 2014, the Company issued 6,834,476 share of common stock for conversion of all outstanding shares of preferred stock on a one-to-one basis in connection with the Company's IPO.

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In November 2014, the Company issued 150,977 shares of common stock valued at $1.6 million in connection with the acquisition of Solution Q. In addition, the company issued 65,570 shares of common stock to two employees valued at $0.7 million. The restricted stock has restrictions which vest fully two years from date of grant. The grant-date fair value of the shares is recognized over the requisite vesting period. If vesting periods are not achieved, the shares will be forfeited by the respective employee.

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In December 2014, the Company agreed to issue 386,253 shares of common stock valued at $4.5 million in connection with the acquisition of Mobile Commons. As of December 31, 2014, 316,747 shares of common stock were issued to certain former shareholders of Mobile Commons, 44,192 shares were being held in escrow for eighteen (18) months and subject to indemnification claims by the Company and an additional 25,314 shares were reserved for issuance upon the completion of certain documentation by certain former shareholders of Mobile Commons.

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In November 2015, the Company agreed to issue 179,298 shares of common stock valued at approximately $1,388,000 in connection with the acquisition of Ultriva. In addition, the company issued 45,767 shares of common stock to an employee valued at approximately $0.4 million. The restricted stock has restrictions which vest at three different events during the year following the acquisition. The grant-date fair value of the shares is recognized over the requisite vesting period, which occurred during 2016.


•	In March 2016, the Company issued 1,000,000 shares of common stock valued at approximately $5,700,000 in connection with the acquisition of HipCricket, Inc.


•	In July, 2016, the Company issued 318,302 shares of common stock valued at approximately $2,400,000 in connection with the acquisition of LeadLander, Inc.


•	In November, 2016, the Company issued 24,587 shares of common stock valued at approximately $200,000 in connection with the acquisition of Ultriva, Inc.

Stock Compensation Plans

The Company maintains two stock-based compensation plans, the 2010 Stock Option Plan (the “2010 Plan”) and the 2014 Stock Option Plan (the “2014 Plan”), which are described below.

2010 Plan

At December 31, 2016, there were 294,502 options outstanding under the 2010 Plan. Following the effectiveness of the Company’s 2014 Plan in November 2014, no further awards have been made under the 2010 Plan, although each option previously granted under the 2010 Plan will remain outstanding subject to its terms. Any such shares of common stock that are subject to awards under the 2010 Plan which are forfeited or lapse unexercised and would otherwise have been returned to the share reserve under the 2010 Plan instead will be available for issuance under the 2014 Plan.

2014 Plan

In November 2014, the Company adopted the 2014 Plan, providing for the granting of incentive stock options, as defined by the Internal Revenue Code, to employees and for the grant of non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, performance units and performance shares to employees, directors and consultants. The 2014 Plan also provides for the automatic grant of option awards to our non-employee directors. As of December 31, 2016, there were 465,217 options outstanding under the 2014 Plan and shares of common stock reserved for issuance under the 2014 Plan consist of 163,928 shares of common stock. In addition, the number of shares available for issuance under the 2014 Plan will be increased annually in an amount equal to the least of (i) 4% of the outstanding Shares on the last day of the immediately preceding Fiscal Year or (ii) such number of Shares determined by the Board. At December 31, 2016, there were 839,477 restricted stock units outstanding under the 2014 Plan.

Shares issued upon any stock option exercise under the 2010 Plan or 2014 Plan will be issued from the Company's authorized but unissued shares.

Stock Option Activity

A summary of the Company’s stock option activity under all Plans is as follows:



	Number of Options Outstanding		Weighted– Average Exercise Price		Weighted– Average Remaining Contractual Life (In Years)	Weighted- Average Fair Value per Share
Outstanding at December 31, 2013	357,991		$	1.40	9.16	$	0.79
Options granted	386,797		7.03			3.76
Options exercised	(435	)	1.77			0.93
Options forfeited	(79,143	)	3.87			2.09
Outstanding at December 31, 2014	665,210		$	4.39	8.78	$	2.37
Options granted	420,616		6.93			6.93
Options exercised	(106,338	)	2.17			2.24
Options forfeited	(201,100	)	5.62			4.99
Outstanding at December 31, 2015	778,388		$	5.75	8.39	$	5.75
Options granted	137,586		7.74			3.23
Options exercised	(43,101	)	4.93			2.54
Options forfeited	(75,251	)	7.01			3.69
Options expired	(37,903	)	4.94			4.90
Outstanding at December 31, 2016	759,719		$	6.06	7.73	$	2.84

Options vested and expected to vest at December 31, 2014	149,907		$	1.58	7.81
Options vested and exercisable at December 31, 2014	149,907		$	1.58	7.81
Options vested and expected to vest at December 31, 2015	769,142		$	5.72	8.37
Options vested and exercisable at December 31, 2015	244,631		$	3.78	6.91
Options vested and expected to vest at December 31, 2016	747,736		$	6.04	7.70
Options vested and exercisable at December 31, 2016	482,731		$	5.41	7.25

The aggregate intrinsic value of options vested during the years ended December 31, 2016 and 2015, was approximately $0.8 million and $0.6 million, respectively. The aggregate intrinsic value of options outstanding at December 31, 2016 and 2015, was approximately $2.2 million and $1.3 million, respectively. The aggregate intrinsic value of options exercised at December 31, 2016 and 2015, was approximately $0.1 million and $0.6 million, respectively. The aggregate intrinsic value of options exercisable, vested and expected to vest at December 31, 2016 and 2015 was approximately $2.2 million and $1.3 million. The total fair value of employee options vested during the years ended December 31, 2016 and 2015 was approximately $1.0 million and $0.8 million, respectively. Unvested shares as of December 31, 2016 and 2015 have a weighted-average grant date fair value of $3.45 and $3.53 per share, respectively.

Total stock-based compensation was approximately $4.3 million, $2.7 million, and $1.1 million for the years ended December 31, 2016, 2015, and 2014, respectively. As of December 31, 2016, $0.8 million of unrecognized compensation cost related to stock options is expected to be recognized over a weighted-average period of 1.39 years.

The Company received approximately $212,000 in cash from option exercises under the respective Plans in 2016. The Company issued shares from amounts reserved under the respective Plans upon the exercise of these stock options. The Company does not currently expect to repurchase shares from any source to satisfy such obligation under any of the Company’s stock option Plans. The exercise of stock options during the year ended December 31, 2016 resulted in an excess tax deduction of approximately $402,000. The expected tax benefits of approximately $148,000 will be included as part of the deferred tax asset associated with net operating loss carryforwards, currently fully offset by a valuation allowance, upon adoption of ASU 2016-09 in the first quarter of 2017.

Restricted Stock Awards

A summary of the Company’s restricted stock activity under the 2010 and 2014 Plan is as follows:



	Number of Restricted Shares Outstanding
Unvested balances at December 31, 2013	240,279
Awards granted	401,244
Awards vested	(202,584)
Unvested balances at December 31, 2014	438,939
Awards granted	242,500
Awards vested	(144,268)
Awards forfeited	(23,228)
Unvested balances at December 31, 2015	513,943
Awards granted	778,097
Awards vested	(385,895)
Awards forfeited	(66,668)
December 31, 2016	839,477

During 2016, 385,895 restricted stock awards vested with a weighted average grant date fair value of $7.72 per share.

Share-based Compensation

The Company recognized share-based compensation expense from all awards in the following expense categories (in thousands):



	Year Ended December 31,
	2016		2015			2014
Cost of subscription and support revenue	$	43	$	47		$	30
Cost of professional services revenue	1		(5		)	19
Sales and marketing	105		65			39
Research and development	204		203			61
General and administrative	3,980		2,431			928
Total	$	4,333	$	2,741		$	1,077