STOCKHOLDERS' EQUITY (Tables)

3 Months Ended

Mar. 31, 2014

Share-Based Compensation

The following table summarizes share-based compensation, net of the amount capitalized in inventory, included in operating results:



	Three Months Ended
	March 31, 2014			March 31, 2013
	(in thousands)
Cost of revenue	$	1,316		$	1,844
Research and development	4,729			4,608
Selling, general and administrative	9,572			8,310
Total share-based compensation expense, before income taxes	15,617			14,762
Tax benefit	(2,924		)	(2,606		)
Total share-based compensation expense, net of income taxes	$	12,693		$	12,156

Activity under Atmel’s 2005 Stock Plan is set forth below:



			Outstanding Options			Weighted-
					Exercise	Average
	Available for Grant		Number of Options		Price per Share	Exercise Price per Share
	(in thousands, except for per share data)
Balances, December 31, 2013	21,245		3,635		$2.13-$10.01	$	4.50
Restricted stock units issued	(201	)
Plan adjustment for restricted stock units issued	(115	)
Restricted stock units cancelled	211
Plan adjustment for restricted stock units cancelled	134
Performance-based restricted stock units cancelled	47
Plan adjustment for performance-based restricted stock units cancelled	29
Options cancelled/expired/forfeited	2		(2	)	$4.92-$7.25	$	6.02
Options exercised	—		(322	)	$2.65-$7.38	$	4.30
Balances, March 31, 2014	21,352		3,311		$2.13-$10.01	$	4.52

Activity related to restricted stock units is set forth below:



	Number of Units		Weighted-Average Grant Date Fair Value
	(in thousands, except for per share data)
Balances, December 31, 2013	21,137		$	8.84
Restricted stock units issued	201		8.12
Restricted stock units vested	(1,629	)	7.91
Restricted stock units cancelled	(211	)	8.02
2011 Plan - Performance-based restricted stock units cancelled	(47	)	13.83
Balances, March 31, 2014	19,451		$	9.08

The following assumptions were utilized to determine the fair value of the 2010 ESPP shares: