Chegg 2015 Annual Report Download - page 30

Download and view the complete annual report

Please find page 30 of the 2015 Chegg annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 139

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139

26
(6) On the grant date, 153,079 shares subject to the option were vested and immediately exercisable. Over the first 12-month
period following the grant date, a total of 101,712 shares subject to the option vested in equal monthly installments. Over
the second 12-month period following the grant date, a total of 32,388 subject to the option vested in equal monthly
installments. Over the third 12-month period following the grant date, a total of 27,228 shares subject to the option will
vest in equal monthly installments. The vesting is subject to continued service to us through each vesting date and the
acceleration as described in“—Termination and Change in Control Arrangements” below.
(7) 1/3rd of the shares subject to the option vested on November 12, 2014 and 1/24th of the shares subject to the option vest
monthly thereafter, subject to continued service to us through each vesting date and the acceleration as described in “—
Termination and Change in Control Arrangements” below.
(8) Over the first 12-month period following the grant date, 49,116 shares subject to the RSU award vested in equal monthly
installments. Over the second 12-month period following the grant date, a total of 15,636 shares subject to the RSU award
will vest in equal monthly installments. Over the third 12-month period following the grant date, a total of 13,188 shares
subject to the RSU will vest in equal monthly installments. The vesting is subject to continued service to us through each
vesting date and the acceleration as described in“—Termination and Change in Control Arrangements” below.
(9) The shares subject to the PSU award are earned only upon achievement by December 31, 2014 of the company
performance metrics consisting of company total revenue, digital revenue and free cash flow measurements, as approved
by the compensation committee. The compensation committee determined that 80% of the measurements had been
achieved, therefore 80% of the shares subject to the PSU award were allocable. 1/3rd of the allocated shares subject to such
PSU award vested. 1/3rd of the allocated shares subject to such PSU award shall vest on March 15, 2016 and the remaining
1/3rd of the allocated shares subject to the PSU award shall vest on March 15, 2017, subject to continued service to us
through each vesting date.
(10) 1/3rd of the shares subject to the RSU award vest annually, with vesting commencing on February 26, 2014. The vesting is
subject to continued service to us through each vesting date and the acceleration as described in“—Termination and
Change in Control Arrangements” below.
(11) 25% of the shares subject to the option vested on October 3, 2012 and 1/48th of the shares subject to the option vest
monthly thereafter, subject to continued service to us through each vesting date and the acceleration as described in “—
Termination and Change in Control Arrangements” below.
(12) On the grant date, 32,152 shares subject to the option were vested and immediately exercisable. Over the first 12-month
period following the grant date, a total of 28,788 shares subject to the option vested in equal monthly installments. Over
the second 12-month period following the grant date, a total of 14,856 shares subject to the option vested in equal monthly
installments. Over the third 12-month period following the grant date, a total of 1,292 shares subject to the option will vest
in equal monthly installments. The vesting is subject to continued service to us through each vesting date and the
acceleration as described in “—Termination and Change in Control Arrangements” below.
(13) Over the first 12-month period following the grant date, a total of 13,068 shares subject to the RSU award vested in equal
monthly installments. Over the second 12-month period following the grant date, a total of 6,744 shares subject to the RSU
award vested in equal monthly installments. Over the third 12-month period following the grant date, a total of 575 shares
subject to the RSU award will vest in equal monthly installments. The vesting is subject to continued service to us through
each vesting date and the acceleration as described in“—Termination and Change in Control Arrangements” below.
(14)On the grant date, 67,892 shares subject to the option were vested and immediately exercisable. Over the first 12-month
period following the grant date, a total of 2,568 shares subject to the option vested in equal monthly installments. Over the
second 12-month period following the grant date, a total of 2,568 shares subject to the option vested in equal monthly
installments. Over the third 12-month period, a total of 2,563 shares subject to the option will vest in equal monthly
installments. The vesting is subject to continued service to us through each vesting date and the acceleration as described
in“—Termination and Change in Control Arrangements” below.
(15) Over the first 12-month period following the grant date, a total of 1,992 shares subject to the RSU vested in equal monthly
installments. Over the second 12-month period following the grant date, a total of 2,016 shares subject to the RSUs will
vest in equal monthly installments. Over the third 12-month period following the grant date, a total of 2,015 shares subject
to the RSUs will vest in equal monthly installments. The vesting subject to continued service to us through each vesting
date and the acceleration as described in“—Termination and Change in Control Arrangements” below.
(16) The shares subject to the PSU award are earned upon achievement by December 31, 2015 of the company performance
metrics consisting of digital revenue, digital revenue without Ingram and free cash flow measurements by December 31,
2015, as determined by the compensation committee. The compensation committee will determine the achievement of the
metrics to determine the percentage of such shares subject to the PSU award that are allocable. Up to 50% of the shares
subject to such PSU award shall vest no later than March 15, 2016 and 50% of the shares subject to such PSU award shall
vest on the two-year anniversary of the determined vesting date, subject to continued service to us through each vesting
date.
(17) 50% of the shares subject to the RSU award will vest annually, with a vesting commencement date of February 1, 2015.
The vesting is subject to continued service to us through each vesting date and acceleration as described in “—Termination
and Change in Control Arrangements” below.