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In April 2013, the Company issued 2.3 million shares of common stock in connection with the conversion of
the Convertible Notes. See Note 5 to the consolidated financial statements for further details.
Preferred Stock
In 2012, the Company designated 1,000,000 shares of its preferred stock with par value of $0.001 per share
as Series A Participating Preferred Stock. The remaining 9,000,000 shares of preferred stock with par value of
$0.001 remained undesignated. In connection with the expiration of the Rights and the termination of the Rights
Agreement on December 30, 2013, the shares that were designated to such series were returned to the status of
authorized but unissued shares of preferred stock of the Company, and the Company therefore now has
10,000,000 shares of preferred stock with a par value of $0.001 that are undesignated.
None of the preferred shares were issued and outstanding at December 31, 2013 and 2012.
Voting Rights
The holders of each share of common stock shall be entitled to one vote per share on all matters to be voted
upon by the Company’s stockholders.
Stock Option
Plans In June 2011, the Company adopted the 2011 Stock Plan. The 2011 Stock Plan provides for the grant
of incentive stock options to employees and for the grant of non-statutory stock options, stock appreciation
rights, restricted stock and restricted stock units to employees, directors and consultants. As of December 31,
2013, 3.4 million shares were reserved for future grants under the 2011 Stock Plan.
In February 2002, the Company adopted the 2002 Stock Plan, which was amended and restated in May
2006. The 2002 Stock Plan provided for the grant of incentive stock options to employees and for the grant of
non-statutory stock options and stock purchase rights to employees, directors and consultants. In the first quarter
of 2012, 1.2 million shares reserved for future grants under the 2002 Stock Plan expired.
A summary of the activities related to the Company’s stock option plans is as follows:
Shares Available
for Grant
Options Outstanding Weighted-
Average
Remaining
Contractual
Term
(in Years)
Aggregate
Intrinsic Value
(in Thousands)
Number of
Shares
Weighted-
Average
Exercise
Price
Balances as of December 31, 2010 ....... 2,038,502 2,892,130 36.11
Authorized ...................... 5,700,000 — —
Granted ........................ (724,994) 724,994 154.09
Exercised ....................... — (659,370) 29.11
Balances as of December 31, 2011 ....... 7,013,508 2,957,754 66.59
Granted ........................ (1,803,798) 1,803,798 73.94
Exercised ....................... — (188,552) 21.85
Canceled ....................... 48 (48) 35.95
Expired ......................... (1,160,721) —
Balances as of December 31, 2012 ....... 4,049,037 4,572,952 71.33
Granted ........................ (642,720) 642,720 208.94
Exercised ....................... — (1,688,774) 73.75
Balances as of December 31, 2013 ....... 3,406,317 3,526,898
Vested and exercisable at December 31,
2013 ............................. 3,526,898 95.25 6.16 $962,570
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