TiVo 2008 Annual Report Download - page 80

Table of Contents
During the fiscal years ended January 31, 2009, 2008, and 2007, the Company issued 610,241 shares, 781,142 shares, and 627,215 shares of common
stock as a result of employee stock purchase plan purchases and 1,774,490 shares, 1,396,900 shares, and 1,892,697 shares of common stock as a result of the
exercise of stock options, respectively.
Warrants
During the fiscal years ended January 31, 2009, 2008, and 2007 there were no new common stock warrants issued, and no warrants remain outstanding
as of January 31, 2009.
On August 28, 2001, five-year warrants were issued to convertible noteholders and bankers to purchase 2,192,404 shares of TiVo's common stock at an
exercise price of $7.85. On August 28, 2006, several of these warrant holders exercised their warrants resulting in the issuance of 424,150 shares of TiVo's
common stock, pursuant to the terms of the agreement, and net proceeds of approximately $3.3 million. The balance of the warrants that would have resulted
in the issuance of 1,768,254 shares of TiVo Inc. common stock expired unexercised.
In September 2006, institutional investors exercised warrants to purchase 1,323,120 shares in a cashless exercise, resulting in the issuance of 484,166
shares of the Company's common stock.
13. EQUITY INCENTIVE PLANS
1999 Equity Incentive Plan
In April 1999, the Company's stockholders approved the 1999 Equity Incentive Plan (the 1999 Plan). Amendments to the 1999 Plan were adopted in
July 1999. The 1999 Plan permits the granting of incentive stock options, non-statutory stock options, non-vested stock awards (also known as restricted
stock), stock appreciation rights, performance-based awards, and stock purchase rights. The 1999 Plan allows the grant of options to purchase shares of the
Company's common stock to employees and other individuals at a price equal to the fair market value of the common stock at the date of grant. The options
granted to new employees typically vest 25% after the first year of service, and the remaining 75% vest monthly over the next 36 months. The vesting period
for options granted to continuing employees may vary, but typically vest monthly over a 48 month period. Options expire 10 years after the grant date, based
on continued service. If the optionee's service terminates, options expire 90 days from the date of termination except under certain circumstances such as
death or disability. The terms of the 1999 Plan allow individuals to early exercise options granted prior to August 8, 2001 from the date of grant, prior to full
vesting. For options granted subsequent to August 8, 2001, options are exercisable only as the options vest. In the event that the individual terminates his or
her service to the Company before becoming fully vested, the Company has the right to repurchase any exercised, unvested shares at the original option price.
As of January 31, 2008, the number of shares authorized for option grants under the 1999 Plan is 52,384,204. No stock-based awards will be granted from the
1999 Plan in the future. Any awards granted under the 1999 plan that are canceled after August 6, 2008 become available for grant under the 2008 Equity
Incentive Award Plan.
1999 Non-Employee Directors' Stock Option Plan
In July 1999, the Company adopted the 1999 Non-Employee Directors' Stock Option Plan (the Directors' Plan). The Directors' Plan provides for the
automatic grant of options to purchase shares of the Company's common stock to non-employee directors at a price equal to the fair market value of the stock
at the date of the grant. Initial options granted to new directors vest monthly over two years from the date of grant. Annual options granted to existing
directors vest upon grant. The option term is ten years after the grant date, based on continued director service. If the director's service terminates, options
expire 90 days from the date the director's service terminated. The number of shares authorized for option grants under the Directors' Plan is 1,400,000,
subject to an annual increase of 100,000 shares. As of January 31, 2009, 513,124 shares of the total authorized remain available for future grants.
1999 Employee Stock Purchase Plan
In July 1999, the Company adopted the 1999 Employee Stock Purchase Plan (the Employee Stock Purchase Plan). The Employee Stock Purchase Plan
provides a means for employees to purchase TiVo common stock through payroll deductions of up to 15% of their base compensation. The Company offers
the common stock purchase rights to eligible employees, generally all full-time employees who have been employed for at least 10 days. This plan allows for
common stock purchase rights to be granted to employees of TiVo at a price equal to the lower of 85% of the fair market value on the first day of the offering
period or on the common stock purchase date. This plan incorporates up to a one-year look back feature in its provisions which resets the offering price during
the one-year look back period if the Company's common stock purchase price on the purchase date is lower than its price on the commencement of the
offering, except for the offering period from February 1, 2006 through June 30, 2006 which had a look back of five months. Each offering consists of up to
two purchase periods. The purchase periods are generally six months in length and begin
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