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Table of Contents VMware, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
VMware Employee Stock Purchase Plan
In June 2007, VMware adopted its 2007 Employee Stock Purchase Plan (the “ESPP”), which is intended to be qualified under Section 423
of the Internal Revenue Code. In May 2013, VMware amended its ESPP to increase the number of shares available for issuance by 7.9 million
shares. Under the ESPP, eligible VMware employees are granted options to purchase shares at the lower of 85% of the fair market value of the
stock at the time of grant or 85% of the fair market value at the time of exercise. Options to purchase shares are generally granted twice yearly
on February 1 and August 1 and exercisable on the succeeding July 31 and January 31, respectively, of each year. As of December 31, 2014 ,
6.2
million shares of VMware Class A common stock were available for issuance under the ESPP.
The following table summarizes ESPP activity during the years ended December 31, 2014 , 2013 and 2012 (cash proceeds in millions,
shares in thousands):
As of December 31, 2014 , $46 million of ESPP withholdings were recorded as a liability on the consolidated balance sheets for the next
purchase that occurred during January 2015 .
VMware and EMC Stock Options
Prior to the adoption of VMware’s 2007 Plan in June 2007, eligible VMware employees participated in EMC’s equity plans. In August
2007, VMware and EMC completed an exchange offer enabling eligible VMware employees to exchange their options to acquire EMC common
stock for options to acquire VMware Class A common stock. VMware employees who did not elect to exchange their EMC options for options
to purchase VMware Class A common stock continue to have their existing grants governed under EMC’s stock plans. Additionally, if an
employee transferred from EMC to VMware had outstanding EMC options at the date of transfer, the employee typically retains their EMC
award which also continues to be governed under the EMC stock plan. Similarly, if an employee transferred from VMware to EMC had
outstanding VMware options at the date of transfer, the employee typically retains their VMware award which continues to be governed under
the VMware stock plan.
90
For the Year Ended December 31,
2014
2013
2012
Cash proceeds
$
80
$
76
$
69
Class A common shares purchased
1,099
1,154
897
Weighted-average price per share
$
73.21
$
65.97
$
77.34