STOCK-BASED COMPENSATION (Tables)
|
12 Months Ended |
Dec. 31, 2015 |
Summary of Stock Option Activity |
The following table summarizes activity under the Company’s stock option plans, including the 2012 and 2014 Inducement Plans and those suspended upon the adoption of the 2006 Share Incentive Plan for the year ended December 31, 2015. All option grants presented in the table had exercise prices not less than the fair value of the underlying common stock on the grant date:
|
|
Shares |
|
|
Weighted
Average
Exercise
Price |
|
|
Weighted
Average
Remaining
Years |
|
Aggregate
Intrinsic
Value (1) |
|
Options outstanding as of December 31, 2014 |
|
|
11,477,164 |
|
|
$ |
38.11 |
|
|
6.2 |
|
$ |
600,112 |
|
Granted |
|
|
728,770 |
|
|
$ |
116.94 |
|
|
|
|
|
|
|
Exercised |
|
|
(1,723,345 |
) |
|
$ |
30.80 |
|
|
|
|
|
|
|
Expired and forfeited |
|
|
(159,686 |
) |
|
$ |
63.79 |
|
|
|
|
|
|
|
Options outstanding as of December 31, 2015 |
|
|
10,322,903 |
|
|
$ |
44.50 |
|
|
5.6 |
|
$ |
630,949 |
|
Options expected to vest at December 31, 2015 |
|
|
1,563,790 |
|
|
$ |
62.18 |
|
|
|
|
$ |
66,579 |
|
Exercisable at December 31, 2015 |
|
|
8,102,226 |
|
|
$ |
35.62 |
|
|
4.9 |
|
$ |
561,554 |
|
|
(1) |
The aggregate intrinsic value for outstanding options is calculated as the difference between the exercise price of the underlying awards and the quoted price of the Company’s common stock as of the last trading day for the respective year. The aggregate intrinsic value of options outstanding and exercisable includes options with an exercise price below $104.76, the closing price of the Company’s common stock on December 31, 2015. |
|
|
Stock Option Valuation Assumptions |
The assumptions used to estimate the per share fair value of stock options granted under the 2012 Inducement Plan, the 2014 Inducement Plan and the Share Incentive Plan were as follows:
|
|
Years Ended December 31, |
|
|
|
2015 |
|
|
2014 |
|
|
2013 |
|
Expected volatility |
|
36 – 45% |
|
|
44 – 45% |
|
|
44 – 47% |
|
Dividend yield |
|
|
0.00% |
|
|
|
0.00% |
|
|
|
0.00% |
|
Expected life |
|
6.4 - 8.0 years |
|
|
6.9 years |
|
|
6.6 – 6.8 years |
|
Risk-free interest rate |
|
1.5 – 2.2% |
|
|
1.8 – 2.3% |
|
|
1.0 – 2.4% |
|
|
Employee Stock Purchase Plan Valuation Assumptions |
The assumptions used to estimate the per share fair value of stock purchase rights granted under the ESPP were as follows:
|
|
Years Ended December 31, |
|
|
|
2015 |
|
|
2014 |
|
|
2013 |
|
Expected volatility |
|
36 - 38% |
|
|
38 - 39% |
|
|
|
37% |
|
Dividend yield |
|
|
0.00% |
|
|
|
0.00% |
|
|
|
0.00% |
|
Expected life |
|
6-24 months |
|
|
6-24 months |
|
|
6-24 months |
|
Risk-free interest rate |
|
0.1 - 0.8% |
|
|
0.1- 0.5% |
|
|
0.1- 0.3% |
|
|
Multiple Performance Conditions for Vesting of Base RSUs |
The following table details the contingent performance awards, which ones were achieved and the number of RSUs earned based on the final TSR multiplier of 124% at December 31, 2015.
Strategic Performance Goals |
|
Percentage of
Base RSUs to
Vest Upon
Achievement
of Goal |
|
|
Base Number
of RSUs
Granted
Before TSR
Multiplier |
|
|
Performance Goal Attained |
|
Number
of RSUs
Earned After
TSR
Multiplier 1.24 |
|
Product Goals |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Approval of Vimizim in the U.S. or EU prior to
December 31, 2015 |
|
|
35 |
% |
|
|
301,000 |
|
|
Yes |
|
|
373,240 |
|
Approval of pegvaliase (PEG PAL) or any other
non-Vimizim product in the U.S. or EU prior
to December 31, 2015 |
|
|
25 |
% |
|
|
215,000 |
|
|
No |
|
|
— |
|
Financial Goal |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues of at least $775.0 million in fiscal 2015 |
|
|
40 |
% |
|
|
344,000 |
|
|
Yes |
|
|
426,560 |
|
|
|
|
|
|
|
|
860,000 |
|
|
|
|
|
799,800 |
|
|
Stock-Based Compensation Expense |
Compensation expense included in the Company’s Consolidated Statements of Operations for all stock-based compensation arrangements was as follows:
|
|
Years Ended December 31, |
|
|
|
2015 |
|
|
2014 |
|
|
2013 |
|
Cost of sales |
|
$ |
6,836 |
|
|
$ |
6,076 |
|
|
$ |
4,860 |
|
Research and development |
|
|
49,399 |
|
|
|
33,835 |
|
|
|
27,763 |
|
Selling, general and administrative |
|
|
55,290 |
|
|
|
46,499 |
|
|
|
31,753 |
|
Total stock-based compensation expense |
|
$ |
111,525 |
|
|
$ |
86,410 |
|
|
$ |
64,376 |
|
|
Restricted Stock With Service Based Vesting Conditions |
|
Summary of Non-Vested Restricted Stock Unit Activity |
A summary of non-vested RSU activity under the plan for the year ended December 31, 2015 as follows:
|
|
Shares |
|
|
Weighted
Average
Grant Date
Fair Value |
|
|
Weighted
Average
Remaining
Years |
|
|
Aggregate
Intrinsic
Value |
|
Non-vested units as of December 31, 2014 |
|
|
1,540,703 |
|
|
$ |
59.46 |
|
|
|
2.9 |
|
|
$ |
139,280 |
|
Granted |
|
|
1,234,650 |
|
|
$ |
119.86 |
|
|
|
|
|
|
|
|
|
Vested |
|
|
(489,301 |
) |
|
$ |
54.48 |
|
|
|
|
|
|
|
|
|
Forfeited |
|
|
(138,843 |
) |
|
$ |
81.67 |
|
|
|
|
|
|
|
|
|
Non-vested units as of December 31, 2015 |
|
|
2,147,209 |
|
|
$ |
93.89 |
|
|
|
2.8 |
|
|
$ |
224,942 |
|
Non-vested units expected to vest at December 31, 2015 |
|
|
1,895,918 |
|
|
$ |
92.56 |
|
|
|
|
|
|
$ |
199,917 |
|
|
Restricted Stock With Performance and Market Based Vesting Conditions |
|
Summary of Non-Vested Restricted Stock Unit Activity |
A summary of non-vested Base RSU activity under the plans for the year ended December 31, 2015 is as follows:
|
|
Base Awards |
|
|
Weighted
Average
Grant Date
Fair Value |
|
|
Weighted
Average
Remaining
Years |
|
|
Aggregate
Intrinsic
Value |
|
Non-vested units with performance and market vesting
conditions as of December 31, 2014 |
|
|
860,000 |
|
|
$ |
34.66 |
|
|
|
1.2 |
|
|
$ |
77,744 |
|
Granted |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
Vested |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
Forfeited |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-vested units with performance and market vesting
conditions as of December 31, 2015 |
|
|
860,000 |
|
|
$ |
34.66 |
|
|
|
0.2 |
|
|
$ |
90,094 |
|
|