Salesforce.com 2013 Annual Report Download - page 98
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Common Stock
The following number of shares of common stock were reserved and available for future issuance at
January 31, 2013:
Options outstanding ............................... 7,495,823
Restricted stock awards and units outstanding .......... 6,695,655
Stock available for future grant:
2004 Equity Incentive Plan ..................... 2,084,916
2006 Inducement Equity Incentive Plan ........... 306,419
2004 Employee Stock Purchase Plan ............. 1,261,690
2004 Outside Directors Stock Plan ............... 548,600
0.75% Convertible senior notes ................. 6,734,664
Warrants ................................... 6,735,953
31,863,720
During fiscal years 2013, 2012 and 2011, certain board members received stock grants totaling 25,600
shares of common stock, 36,800 shares of common stock and 48,000 shares of common stock, respectively for
board services pursuant to the terms described in the 2004 Outside Directors Stock Plan. The expense related to
these awards, which was expensed immediately at the time of the issuance, totaled $3.8 million, $4.9 million and
$4.9 million for fiscal 2013, 2012 and 2011, respectively.
Preferred Stock
The Company’s board of directors has the authority, without further action by stockholders, to issue up to
5,000,000 shares of preferred stock in one or more series. The Company’s board of directors may designate the
rights, preferences, privileges and restrictions of the preferred stock, including dividend rights, conversion rights,
voting rights, terms of redemption, liquidation preference, sinking fund terms, and number of shares constituting
any series or the designation of any series. The issuance of preferred stock could have the effect of restricting
dividends on the Company’s common stock, diluting the voting power of its common stock, impairing the
liquidation rights of its common stock, or delaying or preventing a change in control. The ability to issue
preferred stock could delay or impede a change in control. At January 31, 2013 and 2012, no shares of preferred
stock were outstanding.
8. Income Taxes
Effective Tax Rate
The domestic and foreign components of income (loss) before provision for (benefit from) income taxes and
noncontrolling interest consisted of the following (in thousands):
Fiscal Year Ended January 31,
2013 2012 2011
Domestic ................................... $ (90,743) $(27,303) $ 75,515
Foreign ..................................... (37,051) (6,014) 28,783
$(127,794) $(33,317) $104,298
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