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Stock-Based Compensation
3 Months Ended
Apr. 02, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Stockholders' Equity Note Disclosure [Text Block]
Equity
Series A Junior Participating Preferred Stock and Stockholder Rights Plan
In November 2007, the Company authorized and declared a dividend of one preferred stock purchase right (Right) for each outstanding share of its common stock to stockholders of record at the close of business on November 26, 2007 (the Record Date) pursuant to a Rights Agreement, dated as of November 9, 2007, with Computershare Trust Company, N.A., as Rights Agent (the Rights Agreement). In addition, one Right was issued with each share of common stock that became outstanding after the Record Date. Each Right entitled the registered holder to purchase from the Company one thousandth of one share of the Company’s Series A junior participating preferred stock, par value $0.001 per share, at a purchase price equal to $136.00 per Right, subject to adjustment.
On February 12, 2016, the Company entered into an amendment to the Rights Agreement (the Rights Amendment). The Rights Amendment accelerated the expiration of the Rights from the close of business on February 8, 2017 to the close of business on February 16, 2016, and had the effect of terminating the Rights Agreement on that date. Upon the termination of the Rights Agreement, all of the Rights distributed to holders of the Company’s common stock pursuant to the Rights Agreement expired.
Stock Repurchase Programs
In September 2015, the Board authorized a stock repurchase program, whereby the Company may purchase up to 5.0 million shares of its common stock over a period of up to three years (2015 Repurchase Program). The 2015 Repurchase Program may be carried out at the discretion of a committee comprised of the Company’s Chief Executive Officer and Chief Financial Officer through open market purchases, one or more Rule 10b5-1 trading plans, block trades and in privately negotiated transactions. The total remaining shares authorized for repurchase under the 2015 Repurchase Program approximated 3.3 million shares as of April 2, 2016. The Company expects to fund the 2015 Repurchase Program through its available cash, future cash from operations, funds available under the Restated Credit Facility or other potential sources of capital.
The following table provides a summary of the Company’s stock repurchase activities during the three months ended April 2, 2016 and April 4, 2015 (in thousands, except per share amounts):
 
Three Months Ended
 
April 2,
2016
 
April 4,
2015
Shares repurchased
1,096

 
250

Average cost per share
$
39.13

 
$
32.89

Value of shares repurchased
$
42,884

 
$
8,233

Share-Based Compensation
Stock-Based Compensation
Stock-Based Award Activity
The number and weighted-average exercise price of options issued and outstanding under all of the Company’s stock option plans are as follows (in thousands, except for exercise prices):
 
Three Months Ended 
 April 2, 2016
 
Shares
 
Average
Exercise Price
Options outstanding, beginning of period
9,202

 
$
25.46

Granted
1,101

 
37.87

Canceled
(32
)
 
24.72

Exercised
(199
)
 
17.29

Options outstanding, end of period
10,072

 
$
26.98

Options exercisable, end of period
5,870

 
$
25.10


The number of RSUs issued and outstanding under all of the Company’s stock option plans are as follows (in thousands, except for grant date fair value amounts):
 
Three Months Ended 
 April 2, 2016
 
Units
 
Weighted Average Grant
 Date Fair Value
RSUs outstanding, beginning of period
2,703

 
$
41.45

Granted

 

Canceled

 

Expired

 

Vested

 

RSUs outstanding, end of period
2,703

 
$
41.45


Approximately 2.7 million of the total RSUs outstanding were awarded to the Company’s Chairman and Chief Executive Officer in connection with the previous amendment and restatement of his employment agreement (see “Employment and Severance Agreements” in Note 14 to these condensed consolidated financial statements for further details).
At April 2, 2016, an aggregate of 17.2 million shares of common stock were reserved for future issuance under the 2007 Plan and prior equity incentive plans, of which 4.4 million shares were available for future grant under the 2007 Plan.
Valuation of Stock-Based Award Activity
The fair value of each RSU award is determined based on the closing price of the Company’s common stock on the grant date.
The Black-Scholes option pricing model is used to estimate the fair value of options granted under the Company’s stock-based compensation plans. The range of assumptions used and the resulting weighted-average fair value of options granted at the date of grant were as follows:
 
Three Months Ended
 
April 2,
2016
 
April 4,
2015
Risk-free interest rate
1.3% to 1.9%
 
1.3% to 1.8%
Expected term (in years)
5.7
 
5.5
Estimated volatility
34.6% to 35.7%
 
33.5% to 37.4%
Expected dividends
0%
 
0%
Weighted-average fair value of options granted
$13.13
 
$10.35

The total stock-based compensation expense for the three months ended April 2, 2016 and April 4, 2015 was $3.0 million and $2.9 million, respectively.
The aggregate intrinsic value of options is calculated as the positive difference, if any, between the market value of the Company’s common stock on the date of exercise or the respective period end, as appropriate, and the exercise price of the options. The aggregate intrinsic value of options outstanding, with an exercise price less than the closing price of the Company’s common stock, as of April 2, 2016 was $156.1 million. The aggregate intrinsic value of options exercisable, with an exercise price less than the closing price of the Company’s common stock, as of April 2, 2016 was $101.9 million. The aggregate intrinsic value of options exercised during the three months ended April 2, 2016 was $4.4 million.
The unrecognized stock-based compensation expense related to unvested options granted after January 1, 2006 was $32.3 million as of April 2, 2016. The weighted-average remaining contractual term of options outstanding, with an exercise price less than the closing price of the Company’s common stock, as of April 2, 2016 was 3.5 years. The weighted-average remaining contractual term of options exercisable, with an exercise price less than the closing price of the Company’s common stock, as of April 2, 2016 was 4.0 years.