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Table of Contents
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, 2014 , 2.9 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:
The aggregate intrinsic value in the table above represents the total pretax intrinsic value (the difference between the Company’s closing
stock price on the last trading day of 2014 and the exercise price, multiplied by the number of in-the-money options) that would have been
received by the option holders had all option holders exercised their options on the last trading day of 2014. This amount changes based on the
fair market value of the Company’s common stock. Total intrinsic value of options exercised for the years ended December 31, 2014 , 2013
and 2012 was $265.1 million , $274.2 million and $14.7 million , respectively.
Cash received from option exercises for the years ended December 31, 2014 , 2013 and 2012 was $60.5 million , $124.6 million and
$4.1
million , respectively.
Employee Stock Purchase Plan
In February 2002, the Company adopted the 2002 ESPP under which employees purchased common stock of the Company through
accumulated payroll deductions. The purchase price of the common stock acquired by the employees participating in the ESPP is 85% of the
closing price on either the first day of the offering period or the last day of the purchase period, whichever was lower. Under the ESPP, the
offering and purchase periods took place concurrently in consecutive six month increments. Therefore, the look-back for determining the
purchase price was six months. Employees could invest up to 15% of their gross compensation through payroll deductions. In no event was an
employee permitted to purchase more than 8,334 shares of common stock during any six -month purchase period.
57
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, 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
95.25
Granted
(545,573
)
545,573
402.85
Exercised
(
808,840
)
75.65
Balances as of December 31, 2014
2,860,744
3,263,631
151.53
6.14
654,673
Vested and exercisable at
December 31, 2014
3,263,631
151.53
6.14
654,673