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Table of Contents VMware, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
VMware Restricted Stock
VMware restricted stock primarily consists of restricted stock unit (“RSU”) awards granted to employees. RSUs are valued based on the VMware stock
price on the date of grant, and shares underlying RSU awards are not issued until the restricted stock units vest. Upon vesting, each RSU converts into one
share of VMware Class A common stock.
VMware restricted stock also includes performance stock unit (“PSU”) awards, which have been granted to certain of VMware's executives and
employees. The PSU awards include performance conditions, and certain awards also include a time-based vesting component. Upon vesting, each PSU
award will convert into VMware’s Class A common stock at various ratios ranging from 0.5 to 3.0 shares per PSU, depending upon the degree of
achievement of the performance target designated by each individual award. If minimum performance thresholds are not achieved, then no shares will be
issued.
The following table summarizes restricted stock activity since January 1, 2011 (units in millions):
As of December 31, 2013 , the 13 million of units outstanding included 12 million of RSUs and 1 million of PSUs.
The total fair value of VMware restricted stock, including restricted stock and restricted stock units, that vested in the years ended December 31, 2013 ,
2012 and 2011 was $340 million , $347 million and $356 million , respectively. As of December 31, 2013 , restricted stock representing 13 million shares of
VMware’s Class A common stock were outstanding, with an aggregate intrinsic value of $1,153 million based on VMware’s closing price as of
December 31, 2013 .
VMware Shares Repurchased for Tax Withholdings
In the years ended December 31, 2013 , 2012 and 2011 VMware repurchased and retired or withheld 2 million , 2 million and 1 million shares,
respectively, of Class A common stock, for $126 million , $136 million and $122 million , respectively, to cover tax withholding obligations. These amounts
may differ from the amounts of cash remitted for tax withholding obligations on the consolidated statements of cash flows due to the timing of payments.
Pursuant to the respective award agreements, these shares were repurchased or withheld in conjunction with the net share settlement upon the vesting of
restricted stock and restricted stock units during the period. The value of the repurchased or withheld shares, including restricted stock units, was classified as
a reduction to additional paid-in capital.
86
Number of Units
Weighted-
Average Grant
Date Fair
Value
(per unit)
Outstanding, January 1, 2011
10
$
54.17
Granted
5
91.51
Vested
(4
)
48.47
Forfeited
(1
)
64.70
Outstanding, December 31, 2011
10
72.74
Granted
8
101.73
Vested
(4
)
69.01
Forfeited
(2
)
81.53
Outstanding, December 31, 2012
12
91.93
Granted
7
76.20
Vested
(4
)
83.21
Forfeited
(2
)
90.55
Outstanding, December 31, 2013
13
85.85