TiVo 2010 Annual Report Download - page 38

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Shares Weighted-
Average
Exercise
Price
Weighted-
Average
Remaining
Contractual
Term
Aggregate
Intrinsic
Value
(in thousands) (in thousands)
Shares outstanding 12,668 $ 7.19 5.54 $ 32,453
Shares vested and expected to vest* 12,152 $ 7.15 5.51 $ 31,577
Shares exercisable 8,078 $ 6.73 5.04 $ 23,978
* Options outstanding that are expected to vest are net of estimated future option forfeitures
Restricted Stock Awards (RSAs) / Restricted Stock Units (RSUs)
The Company had 4,650,000 RSAs and RSUs outstanding as of January 31, 2011, which were excluded from the options outstanding balances in the
preceding tables. The grant of these RSAs and RSUs has been deducted from the shares available for grant under the Company’s stock option plans. The total
aggregate grant date fair value was $46.6 million. Aggregate intrinsic value of RSAs and RSUs at January 31, 2011 was $45.0 million based on the
Company’s closing stock price on January 31, 2011. The total fair value of RSAs and RSUs vested was $8.2 million, $6.5 million, and $2.4 million for the
twelve months ended January 31, 2011, 2010, and 2009, respectively.
The following table summarizes the activities for the Company’s unvested RSAs and RSUs for the three years ended January 31, 2011, 2010, and 2009:
Number of
Shares Weighted-Average
Grant Date Fair
Value
(in thousands)
Unvested stock at January 31, 2008 912 $ 6.35
Granted 1,275 $ 8.86
Vested (336) $ 7.06
Forfeited (126) $ 8.69
Unvested stock at January 31, 2009 1,725 $ 7.89
Granted 3,938 $ 7.53
Vested (921) $ 7.05
Forfeited (275) $ 7.51
Unvested stock at January 31, 2010 4,467 $ 7.77
Granted 1,417 $ 15.76
Vested (1,005) $ 8.15
Forfeited (229) $ 9.63
Unvested stock at January 31, 2011 4,650 $ 10.03
Market-Based Awards
In fiscal year 2010, the Company awarded 300,000 shares of restricted stock to the Company’s Chief Executive Officer that would vest over a five-year
period. The vesting conditions of these awards are tied to the market value of our common stock. The fair value of these 300,000 shares of performance-based
restricted stock units was estimated using Monte Carlo analysis. Total compensation cost recognized related to these performance-based awards was
approximately $398,000 and $586,000 for the fiscal year ended January 31, 2011 and 2010, respectively. As of January 31, 2011, $485,000 of total
unrecognized compensation cost related to these awards is expected to be recognized over the remaining vesting period of 3.00 years.
Performance-Based Stock Options Grants
In fiscal 2011, the Company granted 640,000 options with performance-based vesting to certain executive officers. These options would vest only if
specific performance goals set forth for each optionee are achieved. Each quarterly period, the Company estimates the probability of the achievement of these
performance goals and
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