Chegg 2014 Annual Report Download - page 32

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29
EQUITY COMPENSATION PLAN INFORMATION
The following table presents information as of December 31, 2014 with respect to compensation plans under which
shares of our common stock may be issued. The category “Equity compensation plans approved by security holders” in the
table below consists of the 2005 Stock Incentive Plan (the “2005 Plan”), the 2013 Equity Incentive Plan (the “2013 Plan”) and
the 2013 Employee Stock Purchase Plan (the “2013 ESPP”). The table does not include information with respect to shares of
our common stock subject to outstanding options or other equity awards granted under equity compensation plans or
arrangements assumed by us in connection with our acquisition of the companies that originally granted those awards.
Plan category
Number of securities to be
issued upon exercise
of outstanding options,
warrants and rights
Weighted-
average exercise price of
outstanding options,
warrants and rights
Number of securities
remaining available for
future issuance under
equity compensation plans
(excluding securities
reflected in column (a))
(a) (b) (c)
Equity compensation plans approved
by security holders 23,888,106(1) $8.55(2) 12,964,564(3)
Equity compensation plans not
approved by security holders(4) N/A— N/A— N/A—
(1) Excludes purchase rights accruing under the 2013 ESPP and includes 8,988,038 shares subject to outstanding restricted
stock units.
(2) The weighted average exercise price relates solely to outstanding stock option shares since shares subject to restricted
stock units have no exercise price.
(3) Consists of 8,488,099 shares available for issuance under the 2013 Plan and 4,476,465 shares available for issuance
under the 2013 ESPP.
The number of shares reserved for issuance under the 2013 Plan will increase automatically on the first day of January of
each of the first ten calendar years during the term of the plan by a number of shares of common stock equal to the lesser
of (i) 5% of the total outstanding shares our common stock as of the immediately preceding December 31st or (ii) a
number of shares determined by our board of directors.
The number of shares reserved for issuance under our 2013 ESPP will increase automatically on January 1st of each of
the first ten calendar years following the first offering date by the number of shares equal to the lesser of (i) 1% of the
total outstanding shares of our common stock as of the immediately preceding December 31st (rounded to the nearest
whole share) or (ii) a number of shares determined by our board of directors.
Pursuant to the terms of our 2013 Plan and 2013 ESPP, an additional 4,200,402 shares and 840,080 shares were added to
the number of shares reserved for issuance under the each plan, respectively, effective January 1, 2015.
(4) Excludes information for options and other equity awards assumed by us in connection with mergers and acquisitions
and warrants issued by us in connection with financing transactions. As of December 31, 2014, a total of 62,031 shares
of our common stock were issuable upon exercise of outstanding options assumed and 995,549 shares of our common
stock were issuable upon exercise of outstanding warrants issued in connection with financing transactions. The
weighted average exercise price of those outstanding options and warrants was $4.82 per share and $5.70 per share,
respectively. No additional equity awards may be granted under any equity compensation plans or arrangements
assumed by us in connection with mergers and acquisitions.