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F-26 VONAGE ANNUAL REPORT 2013
2001 Stock Incentive Plan
In February 2001, we adopted the 2001 Stock Incentive Plan,
which is an amendment and restatement of the 2000 Stock Incentive
Plan of MIN-X.COM, INC. There have not been any options available
for future grant under the 2001 Stock Incentive Plan since our board of
directors terminated the plan in 2008.
2006 Incentive Plan
In May 2006 we adopted the 2006 Incentive Plan. The 2006
Incentive Plan permits the grant of stock options, restricted stock,
restricted stock units, stock appreciation rights, performance stock,
performance units, annual awards, and other awards based on, or
related to, shares of our common stock. Options awarded under our
2006 Incentive Plan may be non-statutory stock options or may qualify
as incentive stock options under Section 422 of the Internal Revenue
Code of 1986, as amended. Our 2006 Incentive Plan contains various
limits with respect to the types of awards, as follows:
• a maximum of 20,000 shares may be issued under
the plan pursuant to incentive stock options;
• a maximum of 10,000 shares may be issued
pursuant to options and stock appreciation rights
granted to any participant in a calendar year;
• a maximum of $5,000 may be paid pursuant to
annual awards granted to any participant in a
calendar year; and
• a maximum of $10,000 may be paid (in the case of
awards denominated in cash) and a maximum of
10,000 shares may be issued (in the case of awards
denominated in shares) pursuant to awards, other
than options, stock appreciation rights or annual
awards, granted to any participant in a calendar
year.
Based upon June 2010 and June 2013 amendments to the
plan, the maximum number of shares of our common stock that are
authorized for issuance under our 2006 Incentive Plan is 77,400 shares.
Shares issued under the plan may be authorized and unissued shares
or may be issued shares that we have reacquired. Shares covered by
awards that are forfeited, canceled or otherwise expire without having
been exercised or settled, or that are settled by cash or other non-share
consideration, will become available for issuance pursuant to a new
award. Shares that are tendered or withheld to pay the exercise price
of an award or to satisfy tax withholding obligations will not be available
for issuance pursuant to new awards. At December 31, 2013, 19,452
shares were available for future grant under the 2006 Stock Incentive
Plan.
Table of Contents
VONAGE HOLDINGS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
(In thousands, except per share amounts)