TiVo 2006 Annual Report Download - page 92

Table of Contents
options expire 90 days from the date of termination except under certain circumstances such as death or disability. The terms of the 1999 Plan allow
individuals to early exercise options granted prior to August 8, 2001 from the date of grant, prior to full vesting. For options granted subsequent to August 8,
2001, options are exercisable only as the options vest. In the event that the individual terminates his or her service to the Company before becoming fully
vested, the Company has the right to repurchase any exercised, unvested shares at the original option price. As of January 31, 2007, the number of shares
authorized for option grants under the 1999 Plan is 45,302,210. The number of shares authorized for option grants is subject to an annual increase of the
greater of 7% of outstanding shares or 4,000,000 shares. As of January 31, 2007, 21,030,150 shares of the total authorized remain available for future stock
option grants.
1999 Non-Employee Directors' Stock Option Plan
In July 1999, the Company adopted the 1999 Non-Employee Directors' Stock Option Plan (the "Directors' Plan"). The Directors' Plan provides for the
automatic grant of options to purchase shares of the Company's common stock to non-employee directors at a price equal to the fair market value of the stock
at the date of the grant. Initial options granted to new directors vest monthly over two years from the date of grant. Annual options granted to existing
directors vest upon grant. The option term is ten years after the grant date, based on continued director service. If the director's service terminates, options
expire 90 days from the date the director's service terminated. The number of shares authorized for option grants under the Directors' Plan is 1,300,000,
subject to an annual increase of 100,000 shares. As of January 31, 2007, 618,333 shares of the total authorized remain available for future grants.
1999 Employee Stock Purchase Plan
In July 1999, the Company adopted the 1999 Employee Stock Purchase Plan (the "Employee Stock Purchase Plan"). The Employee Stock Purchase
Plan provides a means for employees to purchase TiVo common stock through payroll deductions of up to 15% of their base compensation. The Company
offers the common stock purchase rights to eligible employees, generally all full-time employees who have been employed for at least 10 days. This plan
allows for common stock purchase rights to be granted to employees of TiVo at a price equal to the lower of 85% of the fair market value on the first day of
the offering or on the common stock purchase date. This plan has also incorporated a one-year look back feature in its provisions except for the offering
period from February 1, 2006 through June 30, 2006 which had a look back of five months. Each offering consists of up to two purchase periods. The
purchase periods previously began on May 1 and on November 1 of each year, and now begin on January 1 and on July 1 of each year, and are six months in
length. Under the Employee Stock Purchase Plan, the board may, in the future, specify offerings up to 27 months. On August 15, 2002, the board amended the
1999 Employee Stock Purchase Plan to change the effective date for automatic annual increases to the reserve of shares issuable under the plan from
December 31 to October 31. Effective October 31, 2002, the board approved the maximum annual increase of 500,000 shares to the total number of shares
reserved for issuance under the Employee Stock Purchase Plan pursuant to the plan's automatic annual increase provision. As of January 31, 2007, the total
number of shares reserved for issuance under this plan is 3,500,000. The number of shares available for stock issuance under this plan is subject to an annual
increase on each October 31 through October 31, 2008, equal to the lowest of (i) 5 percent of the outstanding shares of common stock on a diluted basis,
(ii) 500,000 shares, or (iii) a smaller number as determined by the board of directors. As of January 31, 2007, of the total 3,500,000 shares reserved for
issuance under the Employee Stock Purchase Plan, there were 480,376 shares available for future purchases.
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