Overstock.com 2014 Annual Report Download - page 102

Table of Contents
For the years ended December 31, 2014, 2013 and 2012, we granted 242,000, 275,000 and 795,000 restricted stock units, respectively. The cost of
restricted stock units is determined using the fair value of our common stock on the date of the grant and we recognize compensation expense over the three-
year vesting schedule on a straight line basis or on an accelerated schedule when vesting of restricted stock awards exceeds a straight line basis. The weighted
average grant date fair value of restricted stock units granted during the years ended December 31, 2014, 2013 and 2012 was $28.24, $16.12 and $6.75,
respectively.
The following table summarizes restricted stock award activity (in thousands):
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Outstanding—beginning of year 704
$ 10.79
1,003
$ 8.81
522
$ 13.40
Granted at fair value 242
28.24
275
16.12
795
6.75
Vested (301)
11.87
(339)
10.23
(240)
12.11
Forfeited (67)
17.70
(235)
9.38
(74)
8.25
Outstanding—end of year 578
$ 16.70
704
$ 10.79
1,003
$ 8.81
Restricted stock units granted in 2014 vest over three years at 33.3% at the end of each of the first, second and third year. Restricted stock units
granted in 2013 vest over three years at 40% at the end of the first year, 30% at the end of the second year and 30% at the end of the third year. Restricted
stock units granted in or prior to 2012 vest over three years at 25% at the end of the first year, 25% at the end of the second year and 50% at the end of the
third year. Each restricted stock unit represents the right to one share of common stock upon vesting. During the years ended December 31, 2014, 2013 and
2012, we recorded stock based compensation related to restricted stock units of $4.0 million, $3.3 million and $3.5 million, respectively. Changes to the
estimated forfeiture rate are accounted for as a cumulative effect of change in the period of such change.
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We have a 401(k) defined contribution plan which permits participating employees to defer a portion of their compensation, subject to limitations
established by the Internal Revenue Code. During the years ended December 31, 2013 and 2012, employees who had completed six months of service and
were 21 years of age or older were qualified to participate in the plan which provided matches of 50% of the first 6% of each participant's contributions to the
plan subject to IRS limits. These contributions will vest based on the participant's years of service at 20% per year over five years. Participant contributions
vest immediately. During the year ended December 31, 2014, we changed the plan to reduce the required service period to three months, to increase our
match to 100% of the first 6% of each participant's contributions to the plan subject to IRS limits, and to vest our matching contributions immediately. Our
matching contribution totaled $2.4 million, $1.0 million and $653,000 for the years ended December 31, 2014, 2013 and 2012, respectively. No
discretionary contributions were made to eligible participants for the years ended December 31, 2014, 2013 and 2012, respectively.
We have a Non-Qualified Deferred Compensation Plan for senior management. The plan allows eligible members of senior management to defer
their receipt of compensation from us, subject to the restrictions contained in the plan. Participants are 100% vested in their deferred compensation amounts
and the associated gains or losses. For our contributions, if any, and the associated gains or losses, the participants shall vest in those deferred compensation
amounts according to a vesting schedule that we shall determine at the time our contribution is made. As of December 31, 2014, we have not made any
contributions into the NQDC Plan. Participants are generally eligible to receive distributions from the plan two plan years subsequent to the plan year their
initial deferral contribution is made. Deferred compensation amounts are held in a "rabbi trust," which invests primarily in mutual funds. The trust assets,
which consist primarily of mutual funds, are recorded in our consolidated balance sheets because they are subject to the claims of our creditors. The
corresponding deferred compensation liability represents the amounts deferred by the plan participants plus or minus any earnings or losses on the trust
assets. The trust's assets totaled $90,000 and $138,000 at December 31, 2014 and December 31, 2013, respectively, and are included in Other current and
long-term assets in the consolidated balance sheets. Gains and losses on these investments were immaterial for the years ended December 31, 2014, 2013 and
2012.
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