Support.com 2009 Annual Report Download - page 68

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Table of Contents
SUPPORT.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
(3) As part of the restructuring costs included in the table above, we wrote-off fixed assets related to the facilities that it will no longer occupy. This is a
non-cash charge.
Note 8. Stockholders’ Equity
Stock Option Plans
We adopted the 1998 Stock Option Plan (the “Plan”). Under this Plan, up to 9,424,434 shares of our common stock may be granted as options or sold to
eligible participants. Under the Plan, options to purchase common stock may be granted at no less than 85% of the fair value on the date of the grant (110% of
fair value in certain instances), as determined by the Board of Directors. Options under the Plan can be immediately exercisable at the Board of Directors’
discretion; however, shares issued are subject to our right to repurchase such shares at the original issuance price, which lapses in a series of installments
measured from the vesting commencement date of the option.
We have also adopted the 2000 Omnibus Equity Incentive Plan (the “2000 Incentive Plan”). A total of 4,000,000 shares of common stock were initially
reserved for issuance to eligible participants under the 2000 Incentive Plan. On January 1 of each year, the number of shares reserved may be increased by the
lesser of 2,000,000 shares, 5% of outstanding shares, or an amount determined by the board of directors. On January 1, 2009, the shares reserved under the 2000
Incentive Plan were increased by 2,000,000 shares.
On July 27, 2009, we announced a tender offer (the “Exchange Offer”) in which we extended to our employees the opportunity to exchange outstanding
options to purchase shares of our common stock granted under our 2000 Omnibus Equity Incentive Plan, as amended (the “2000 Plan”) that were outstanding as
of July 27, 2009 and that had exercise prices per share greater than $2.32, the last reported sale price per share of our common stock on The Nasdaq Global
Select Market on August 21, 2009 (“Eligible Options”). We made this offer on the terms and subject to the conditions set forth in the Exchange Offer
documentation filed with the SEC, including a new three-year vesting schedule for the new options granted in the exchange. Eligible Options were exchanged for
an equivalent number of new nonqualified stock options (“New Options”) that we granted under the 2000 Plan. In exchange for tendered options, we granted
options to purchase approximately 4.1 million shares of common stock to Eligible Option holders on August 21, 2009, with an exercise price for the New
Options equal to $2.32. We conducted a valuation of exchanged options immediately before and immediately after the exchange in order to calculate the
incremental stock compensation expense related to the exchange. The total incremental expense of approximately $1.2 million will be recognized ratably over the
3-year vesting term of the exchanged options.
As of December 31, 2009, options to purchase approximately 10.7 million shares were outstanding and an aggregate of 6.1 million shares remain available
for grant under the 2000 Plan.
67
Source: Support.com, Inc., 10-K, March 12, 2010 Powered by Morningstar® Document Research