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Stockholders' Equity and Equity Compensation Plans
9 Months Ended
Sep. 30, 2019
Stockholders Equity Note [Abstract]  
Stockholders' Equity and Equity Compensation Plans

8. STOCKHOLDERS’ EQUITY AND EQUITY COMPENSATION PLANS

 

Stock Repurchase Program. We currently have a stock repurchase program, approved by our Board, authorizing us to repurchase our common stock from time-to-time as market and business conditions warrant (the “Stock Repurchase Program”).  During the third quarters of 2019 and 2018 we repurchased approximately 92,000 shares of our common stock for $4.7 million (weighted-average price of $51.09 per share) and approximately 138,000 shares of our common stock for $5.5 million (weighted-average price of $39.87 per share), respectively, and during the nine months ended September 30, 2019 and 2018, we repurchased approximately 485,000 shares of our common stock for $20.6 million (weighted-average price of $42.37 per share) and approximately 395,000 shares of our common stock for $16.9 million (weighted-average price of $42.71 per share), respectively, under a SEC Rule 10b5-1 Plan.

As of September 30, 2019, the total remaining number of shares available for repurchase under the Stock Repurchase Program totaled 5.1 million shares.

Stock Repurchases for Tax Withholdings. In addition to the above-mentioned stock repurchases, during the third quarters of 2019 and 2018 we repurchased and then cancelled approximately 4,000 shares of common stock for $0.2 million and approximately 5,000 shares of common stock for $0.2 million, respectively, and during the nine months ended September 30, 2019 and 2018, we repurchased and then cancelled approximately 112,000 shares of common stock for $4.7 million and approximately 154,000 shares of common stock for $7.2 million, respectively, in connection with minimum tax withholding requirements resulting from the vesting of restricted common stock under our stock incentive plans.

Cash Dividends.  During the third quarter of 2019, the Board approved a quarterly cash dividend of $0.2225 per share of common stock, totaling $7.3 million.  During the third quarter of 2018, the Board approved a quarterly cash dividend of $0.21 per share of common stock, totaling $7.0 million.  Dividends declared for the nine months ended September 30, 2019 and 2018 totaled $22.0 million and $21.0 million, respectively.

Warrants.  In 2014, in conjunction with the execution of an amendment to our current agreement with Comcast, we issued stock warrants (the “Warrant Agreement”) for the right to purchase up to 2.9 million shares of our common stock (the “Stock Warrants”) as an additional incentive for Comcast to convert customer accounts onto our Advanced Convergent Platform (“ACP”) based on various milestones.  The Stock Warrants have a ten-year term and an exercise price of $26.68 per warrant.        

Upon vesting, the Stock Warrants were recorded as a client contract costs asset with the corresponding offset to stockholders’ equity.  The client contract costs asset related to the Stock Warrants was amortized as a reduction in cloud and related solutions revenues over the original term of the Comcast amended agreement.  As of June 30, 2019, the client contract costs asset related to these Stock Warrants was fully amortized.  As of December 31, 2018, the client contract costs asset and accumulated amortization related to these Stock Warrants was $25.1 million and $19.8 million, respectively.

As of September 30, 2019, 1.4 million Stock Warrants remain issued, of which 0.4 million were vested.          

Stock-Based Awards. A summary of our unvested restricted common stock activity during the quarter and nine months ended September 30, 2019 is as follows (shares in thousands):

 

Quarter Ended

 

 

Nine Months Ended

 

 

 

September 30, 2019

 

 

September 30, 2019

 

 

 

Shares

 

 

Weighted-

Average

Grant

Date Fair Value

 

 

Shares

 

 

Weighted-

Average

Grant

Date Fair Value

 

 

Unvested awards, beginning

 

1,180

 

 

$

42.00

 

 

 

1,145

 

 

$

41.64

 

 

Awards granted

 

35

 

 

 

52.40

 

 

 

517

 

 

 

41.62

 

 

Awards forfeited/cancelled

 

(38

)

 

 

41.13

 

 

 

(152

)

 

 

42.41

 

 

Awards vested

 

(41

)

 

 

37.92

 

 

 

(374

)

 

 

38.76

 

 

Unvested awards, ending

 

1,136

 

 

$

42.48

 

 

 

1,136

 

 

$

42.48

 

 

 

Included in the awards granted during 2019 are performance-based awards for 0.1 million restricted common stock shares issued to members of executive management and certain key employees, which vest in the first quarter of 2021 upon meeting certain pre-established financial performance objectives over a two-year performance period.  Certain performance-based awards become fully vested upon a change in control, as defined, and the subsequent involuntary termination of employment.

The other restricted common stock shares granted during the nine months ended September 30, 2019 are primarily time-based awards, which vest annually over four years with no restrictions other than the passage of time.  Certain shares of the restricted common stock become fully vested upon a change in control, as defined, the subsequent involuntary termination of employment, and death.

We recorded stock-based compensation expense for the third quarters of 2019 and 2018 of $4.8 million and $4.6 million, respectively, and for the nine months ended September 30, 2019 and 2018 of $13.3 million and $14.8 million, respectively.