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Stockholders' Equity
6 Months Ended
Jul. 31, 2014
Stockholders' Equity

Note 8.

Stockholders’ Equity

Common Stock

As of July 31, 2014, we had 51,320,771 shares of Class A common stock and 78,088,842 shares of Class B common stock outstanding, of which 968,957 shares of Class B common stock were unvested, resulting from employees exercising stock options prior to vesting.

As of January 31, 2014, we had 15,044,750 shares of Class A common stock and 109,746,795 shares of Class B common stock outstanding, of which 1,824,457 shares of Class B common stock were unvested, resulting from employees exercising stock options prior to vesting.

Early Exercise of Employee Options

We historically have allowed for the early exercise of options granted under the 2007 Stock Plan (2007 Plan) prior to vesting. The 2007 Plan allows for such exercises by means of cash payment, surrender of already outstanding common stock, a same day broker assisted sale or through any other form or method consistent with applicable laws, regulations and rules. Historically, all exercises have been through cash payment. The unvested shares are subject to our repurchase right at the original purchase price. The proceeds initially are recorded as an accrued liability from the early exercise of stock options, and reclassified to common stock as our repurchase right lapses. At July 31, 2014 and January 31, 2014, there were unvested shares in the amount of 968,957 and 1,824,457, respectively, which were subject to repurchase at an aggregate price of approximately $0.2 million and $0.5 million, respectively.

Stock Option Activity

A summary of stock option activity for the six months ended July 31, 2014 is as follows:

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

average

 

 

 

 

 

 

 

 

 

 

average

 

 

remaining

 

 

Aggregate

 

 

Number

 

 

exercise

 

 

contractual

 

 

intrinsic

 

 

of shares

 

 

price

 

 

term (in years)

 

 

value

 

Options outstanding at January 31, 2014

 

25,424,437

 

 

$

3.22

 

 

 

8.5

 

 

$

726,649,586

 

Options granted

 

425,000

 

 

 

28.55

 

 

 

 

 

 

 

 

 

Options exercised

 

(2,848,717

)

 

 

0.78

 

 

 

 

 

 

$

62,458,072

 

Options forfeited/cancelled

 

(873,310

)

 

 

4.18

 

 

 

 

 

 

 

 

 

Options outstanding at July 31, 2014

 

22,127,410

 

 

$

3.99

 

 

 

8.2

 

 

$

441,740,526

 

Options vested and exercisable at July 31, 2014

 

3,795,267

 

 

$

1.43

 

 

 

6.9

 

 

$

85,045,568

 

Options vested and exercisable at July 31, 2014 and expected

     to vest thereafter

 

20,704,353

 

 

$

3.95

 

 

 

8.2

 

 

$

414,093,778

 

 

The weighted average grant-date fair value of options granted during the three and six months ended July 31, 2014 was $9.79 and $13.80, respectively, per share.  The weighted average grant-date fair value of options granted during the three and six months ended July 31, 2013 was $3.39 and $2.47, respectively, per share.

As of July 31, 2014, there was $38.8 million in unrecognized compensation cost, net of estimated forfeitures, related to unvested stock options granted under the 2007 Plan, 2012 EIP and 2013 EIP. This cost is expected to be recognized over a weighted average period of 4.8 years.

As of July 31, 2014, we had authorized and unissued shares of common stock to satisfy exercises of stock options.

Our closing stock price as reported on the New York Stock Exchange as of July 31, 2014 was $23.80. The total intrinsic value of options exercised was approximately $31.7 million and $62.5 million for the three and six months ended July 31, 2014.

Restricted Stock Units

A summary of restricted stock unit (RSU) activity for the six months ended July 31, 2014 is as follows:

 

 

 

 

 

 

 

Weighted

 

 

 

Unreleased

 

 

average

 

 

 

Restricted

 

 

grant date

 

 

 

Stock Units

 

 

fair value

 

Unreleased RSUs at January 31, 2014

 

 

156,050

 

 

$

36.52

 

RSUs granted

 

 

406,535

 

 

 

24.35

 

RSUs vested

 

 

(29,292

)

 

 

22.64

 

RSUs forfeited/cancelled

 

 

(23,039

)

 

 

36.83

 

Unreleased RSUs at July 31, 2014

 

 

510,254

 

 

$

27.61

 

 

During the three and six months ended July 31, 2014, we issued RSUs under the 2013 EIP with a weighted-average grant date fair value of $22.03 and $24.35.

As of July 31, 2014, there was a total of $13.3 million in unrecognized compensation cost, net of estimated forfeitures, related to unvested RSUs. This cost is expected to be recognized over a weighted-average period of approximately 3.6 years. We did not grant RSUs during the three and six months ended July 31, 2013.

Stock-Based Compensation

The following table presents the weighted-average assumptions used to estimate the fair value of options granted during the periods presented:

 

 

Three Months Ended July 31,

 

 

Six Months Ended July 31,

 

2014

 

 

2013

 

 

2014

 

2013

Volatility

 

50%

 

 

 

50%

 

 

48% – 50%

 

42% – 50%

Expected life (in years)

6.28 – 6.32

 

 

 

6.32

 

 

6.27 – 6.32

 

6.32 – 8.23

Risk-free interest rate

1.93% – 1.94%

 

 

1.16% – 1.69%

 

 

1.85% – 1.94%

 

1.03% – 1.69%

Dividend yield

—%

 

 

—%

 

 

—%

 

—%

 

 

Employee Stock Purchase Plan

Our Employee Stock Purchase Plan (ESPP) permits eligible employees to acquire shares of our common stock at 85% of the lower of the fair market value of our Class A common stock on the first day of the applicable offering period or the fair market value of our Class A common stock on the purchase date. Participants may purchase shares of common stock through payroll deductions of up to 15% of their eligible compensation, subject to any plan limitations. The initial offering period approved for the ESPP commenced on the date of our initial public offering (IPO) and ended on June 15, 2014. During the three and six months ended July 31, 2014, 350,059 shares of Class A Common Stock were purchased under the ESPP. No additional offering periods have been approved.

The following table presents the weighted-average assumptions used to calculate our stock-based compensation for the stock purchases under the ESPP:

 

 

 

 

 

 

 

 

Six Months Ended

 

 

 

 

 

 

 

 

July 31, 2014

 

Volatility

 

 

 

 

 

 

 

44

%

 

Expected life (in years)

 

 

 

 

 

 

 

0.58

 

 

Risk-free interest rate

 

 

 

 

 

 

 

0.10

%

 

Dividend yield

 

 

 

 

 

 

%

 

 

The amounts of stock-based compensation capitalized for internal-use software in the three and six months ended July 31, 2014 and 2013 were immaterial.