TiVo 2009 Annual Report Download - page 94

Table of Contents
12. STOCKHOLDERS' EQUITY
Common Stock
On September 11, 2006, the Company sold 8,264,463 shares of its common stock to institutional investors at $7.865 per share. The shares were
registered pursuant to the Company's $100 million universal shelf registration statement on Form S-3 (File No. 333-113719). The net proceeds from this sale
were approximately $64.5 million after deducting the Company's offering expenses of $442,000.
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 was 52,384,204. As of January 31, 2010, all unissued shares
under the 1999 Equity Incentive Plan have expired and 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 Plan. The number of options outstanding that were granted under
the 1999 Plan was 13,663,087 as of January 31, 2010.
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, 2010 all unissued shares under 1999 Non-Employee Directors' Stock Plan have expired.
90