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Table of Contents
Carbonite, Inc.
The following table summarizes stock option activity under the 2005 and 2011 Plans:
The weighted-average grant date fair value of options granted to employees during the years ended December 31, 2011, 2010, and 2009 was
$6.47, $4.68, and $2.08 per share, respectively. The total intrinsic value of options exercised during the years ended December 31, 2011, 2010, and 2009
was approximately $8.0 million, $1.2 million, and $0.1 million, respectively.
At December 31, 2011 and 2010, there were approximately $9.4 million and $2.9 million of unrecognized stock-based compensation cost, net of
estimated forfeitures, respectively, related to unvested stock options which is expected to be recognized over a weighted-average period of 2.96 and
3.48 years, respectively. The total unrecognized stock-based compensation cost will be adjusted for future changes in estimated forfeitures.
Incentive Unit Agreements
In 2011, the Company’s Board of Directors adopted the Incentive Unit Plan, which provides up to an aggregate of 60,000 incentive units (“Units
)
to certain employees of its subsidiary in China to afford these employees the benefit of any appreciation in the value of the Company. The Units have a
five year term and vest upon a performance condition, which has been satisfied, and a service period of up to four years. Upon vesting, the recipients of
Units are entitled to a cash bonus based on the difference between the fair value of the Company’s stock and the base value set forth in their respective
Incentive Units Agreements. As of December 31, 2011, 39,250 Units are outstanding with a weighted average base value of $8.58. These outstanding
Units are being accounted for as liability awards and the liability for such awards was $0.1 million at December 31, 2011. In January 2012, the Board of
Directors determined to cease to issue any further grants pursuant to the Incentive Unit Plan.
Restricted Stock
In 2009, the Company sold an aggregate of 72,000 shares of common stock at the fair value of $1.31 per share to non-employee members of the
Board of Directors under restricted stock agreements in accordance with the terms of the Company’s 2005 Plan. During 2009, due to the departure of
one board member, 18,000 of these shares were forfeited. The restricted stock vests ratably over three years from the grant date. In the event that a
67
Number of
Shares
Weighted
-
Average
Exercise
Price
per Share
Weighted
-
Average
Remaining
Contractual
Life
(in years)
Aggregate
Intrinsic
Value
(in thousands) (2)
Outstanding at December 31, 2010
2,472,848
$
2.11
7.15
$
22,222
Granted
1,269,550
$
12.14
Exercised
(825,302
)
$
1.20
Canceled
(49,786
)
$
6.30
Outstanding at December 31, 2011
2,867,310
$
6.74
8.41
$
12,491
Exercisable at December 31, 2011
909,163
$
2.11
6.89
$
8,169
Vested and expected to vest at December 31, 2011(1)
2,867,310
$
6.74
8.41
$
12,491
(1) Represents the number of vested stock options as of December 31, 2011, plus the number of unvested stock options expected to vest as of
December 31, 2011, based on the unvested stock options outstanding at December 31, 2011, adjusted for estimated forfeitures.
(2) The aggregate intrinsic value is calculated as the positive difference between the exercise price of the underlying stock options and the fair value
of the Company
s common stock on December 31, 2010 and market value of the of the Company
s common stock on December 31, 2011.