Stock-Based Compensation

6 Months Ended

Dec. 31, 2020

Stock-Based Compensation

Stock-Based Compensation

(9)  Stock-Based Compensation

The Company maintains a 2008 Equity Incentive Plan (the “2008 Plan”) and a 2014 Equity Incentive Plan (the “2014 Plan”) pursuant to which the Company has reserved shares of its common stock for issuance to its employees, directors and non-employee third parties. The 2014 Plan serves as the successor to the 2008 Plan and permits the granting of restricted stock units and other equity incentives at the discretion of the compensation committee of the Company’s board of directors. No new awards have been or will be issued under the 2008 Plan since the effective date of the 2014 Plan. Outstanding awards under the 2008 Plan continue to be subject to the terms and conditions of the 2008 Plan. The number of shares of common stock reserved for issuance under the 2014 Plan may increase each calendar year, continuing through and including January 1, 2024. The number of shares added each year may be equal to the lesser of (a) four and five tenths percent (4.5%) of the number of shares of common stock of the Company issued and outstanding on the immediately preceding December 31, or (b) an amount determined by the Company’s board of directors.

As of December 31, 2020, the Company had 11,798 shares allocated to the plans, of which 2,518 shares were subject to outstanding options or awards. Generally, the Company issues previously unissued shares for the exercise of stock options or vesting of awards; however, shares previously subject to 2014 Plan grants or awards that are forfeited or net settled at exercise or release may be reissued to satisfy future issuances.

The following table summarizes changes in the number of shares available for grant under the Company’s equity incentive plans during the six months ended December 31, 2020:

	Number of Shares
Available for grant at July 1, 2020	9,519
RSUs granted	(481)
MSUs granted	(58)
Shares withheld in settlement of taxes and/or exercise price	324
Forfeitures	60
Shares removed	(84)
Available for grant at December 31, 2020	9,280

Shares removed represents forfeitures of shares and shares withheld in settlement of taxes and/or payment of exercise price related to grants made under the 2008 Plan. As noted above, no new awards will be issued under the 2008 Plan.

Stock-based compensation expense related to stock options, restricted stock units (“RSUs”), market share units (“MSUs”) and the Employee Stock Purchase Plan is included in the following line items in the accompanying unaudited consolidated statements of operations and comprehensive income:

	Three Months Ended December 31,				Six Months Ended December 31,
	2019		2020		2019		2020
Cost of revenues	$	1,446	$	1,969	$	2,695	$	3,801
Sales and marketing		3,379		3,965		7,347		7,845
Research and development		1,768		2,738		3,046		4,968
General and administrative		6,177		7,987		11,744		14,322
Total stock-based compensation expense	$	12,770	$	16,659	$	24,832	$	30,936

In addition, the Company capitalized $652 and $528 of stock-based compensation expense in its capitalized internal-use software costs in the three months ended December 31, 2019 and 2020, respectively, and $1,308 and $1,297 during the six months ended December 31, 2019 and 2020, respectively.

In August 2020, the Company’s board of directors approved the Company’s fiscal 2021 annual operating plan to reflect the operating and financial impacts of the COVID-19 pandemic. In connection and alignment with the board’s approval of the updated operating plan, the compensation committee of the Company’s board of directors approved the modification of the performance targets for vesting of the performance-based restricted stock units granted in fiscal 2020. The Company recorded $1,924 and $2,784 in stock-based compensation expense during the three and six months ended December 31, 2020, respectively, related to these modified performance-based restricted stock units.

There were no stock options granted during the six months ended December 31, 2019 or 2020. The table below presents stock option activity during the six months ended December 31, 2020:

	Outstanding Options
				Weighted
		Weighted		average
		average		remaining	Aggregate
	Number of	exercise		contractual	intrinsic
	shares	price		term (years)	value
Balance at July 1, 2020	1,255	$	12.43	2.96	$	167,406
Options exercised	(234)	$	8.27
Balance at December 31, 2020	1,021	$	13.38	2.54	$	196,538
Options vested and exercisable at December 31, 2020	1,021	$	13.38	2.54	$	196,538

The total intrinsic value of options exercised was $1,409 and $25,869 during the three months ended December 31, 2019 and 2020, respectively and $2,080 and $37,277 during the six months ended December 31, 2019 and 2020, respectively.

The Company grants RSUs under the 2014 Plan with terms determined at the discretion of the compensation committee of the Company’s board of directors. RSUs generally vest over three or four years following the grant date. Certain RSU awards have time-based vesting conditions while other RSUs vest based on the achievement of certain revenue growth and/or Adjusted EBITDA margin targets in future fiscal years. For these performance-based RSUs, the Company recognizes stock-based compensation expense based upon the probable achievement of these aforementioned performance metrics.

The following table represents restricted stock unit activity during the six months ended December 31, 2020:

	Units	Weighted average grant date fair value
RSU balance at July 1, 2020	1,626	$	73.96
RSUs granted	481	$	133.78
RSUs vested	(608)	$	64.74
RSUs forfeited	(60)	$	83.53
RSU balance at December 31, 2020	1,439	$	99.82
RSUs expected to vest at December 31, 2020	1,367	$	100.27

At December 31, 2020, there was $82,345 of total unrecognized compensation cost, net of estimated forfeitures, related to unvested restricted stock units granted. That cost is expected to be recognized over a weighted average period of 1.97 years.

The Company also grants MSUs under the 2014 Plan with terms determined at the discretion of the Committee. In August 2020, the Company granted approximately 58 MSUs with a grant date fair value of $178.04. The actual number of MSUs that will be eligible to vest is based on the achievement of a relative total shareholder return (“TSR”) target as compared to the TSR realized by each of the companies comprising the Russell 3000 Index over an approximately three-year period. The MSUs cliff-vest at the end of the TSR measurement period, and up to 200% of the target number of shares subject to each MSU are eligible to be earned.

The Company estimated the grant date fair value of the MSUs using a Monte Carlo simulation model that included the following assumptions:

Expected dividend yield	0	%
Expected volatility	52.0	%
Expected term (years)	3.04
Risk‑free interest rate	0.18	%

At December 31, 2020, there was $7,904 of total unrecognized compensation cost, net of estimated forfeitures, related to unvested MSUs. That cost is expected to be recognized over a period of 2.66 years.