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Employee Benefits and Stock-based Compensation | 12 Months Ended
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Jan. 31, 2025
Postemployment Benefits [Abstract] |
Employee Benefits and Stock-based Compensation | 12. Employee Benefits and Stock-based Compensation 401(k) Plan The Company maintains a defined contribution 401(k) plan (the 401(k) Plan) for all of its eligible U.S. employees. Under the 401(k) Plan, eligible employees may contribute up to the Internal Revenue Service annual contribution limitation. The Company is responsible for administrative costs of the Plan. The Company’s contribution expense for the fiscal years ended January 31, 2025, 2024, and 2023 was approximately $0.7 million, $0.8 million and $0.8 million, respectively. Stock Option Plans Amended and Restated 2021 Equity Incentive Plan. The Amended and Restated 2021 Equity Incentive Plan, or 2021 EIP, permits the grant of ISOs, within the meaning of Section 422 of the Code, to employees of the Company and any of the Company’s subsidiary or parent corporations, and the grant of NSOs, stock appreciation rights, restricted stock, restricted stock units, and performance awards to employees, directors and consultants of the Company and any of the Company’s subsidiary or parent corporations’ employees and consultants. In the second quarter of fiscal year 2025, the Company's shareholders approved an increase of 1,750,000 shares to the ordinary shares reserved for issuance under the Amended and Restated 2021 EIP. Subject to adjustments upon changes in capitalization as provided under the 2021 EIP, the maximum aggregate number of ordinary shares that may be subject to awards and issued under the 2021 EIP will be equal to (a) 3,100,000 shares plus (i) any shares subject to awards granted under the Company’s 2012 Equity Incentive Plan (the “Prior Plan”) that, after the date the Prior Plan was terminated, are cancelled, expire or otherwise terminate without having been exercised in full or are forfeited to or repurchased by the Company due to failure to vest, and (ii) any shares that, as of immediately prior to the termination of the Prior Plan, were reserved but not issued pursuant to any awards granted under the Prior Plan and are not subject to any awards thereunder, with the maximum number of ordinary shares to be added to the 2021 EIP pursuant to clauses (i) and (ii) equal to 6,834,208 shares. Oculii Corp. 2017 Stock Option Plan. The Oculii Corp. 2017 Stock Option Plan, or 2017 Plan, was assumed as part of the acquisition of Oculii. No additional awards will be granted under the 2017 Plan. However, all outstanding stock options previously granted under the 2017 Plan will remain subject to the terms of the 2017 Plan and any outstanding stock options that are cancelled or forfeited due to failure to vest will immediately expire from the 2017 Plan. Restricted stock and restricted stock units granted to new employees generally vest as to 1/4th of the shares on the first anniversary service date of the grant and 1/16th of the shares vest every 3 months thereafter, so as to be 100% vested on the fourth anniversary of the vesting commencement date. Vesting schedules for other service condition or market condition awards vary and are subject to approval by the Board of Directors. Amended and Restated 2012 Employee Stock Purchase Plan. The Amended and Restated 2012 Employee Stock Purchase Plan, or ESPP, permits eligible participants to purchase ordinary shares at a discount through contributions up to 15% of their eligible compensation, subject to any IRS limitations. The ESPP provides each offering and purchasing period of six months in duration. The purchase price is 85% of the lower of the closing price of the Company’s ordinary shares on the first trading day of each offering period or on the purchase date. In fiscal year 2025, the Company added 994,543 shares, to the ordinary shares reserved for issuance, pursuant to an “evergreen” provision contained in the ESPP. Pursuant to such provision, on February 1st of each fiscal year, the number of ordinary shares reserved for issuance under the ESPP is automatically increased by a number equal to the lesser of (i) 1,500,000 ordinary shares, (ii) one and one quarter percent (1.25%) of the aggregate number of ordinary shares outstanding on such date, or (iii) an amount determined by the Company’s Board of Directors or a duly authorized committee of the Board of Directors. Stock-based Compensation The following table presents the classification of stock-based compensation for the periods indicated:
|  | Year Ended January 31, |
|  | 2025 |  |  | 2024 |  |  | 2023 |
|  | (in thousands) |
Stock-based compensation: |  |  |  |  |  |  |  |  |
Cost of revenue |  | $ | 3,270 |  |  | $ | 3,341 |  |  | $ | 3,597 |
Research and development |  |  | 73,025 |  |  |  | 72,759 |  |  |  | 71,236 |
Selling, general and administrative |  |  | 31,748 |  |  |  | 35,216 |  |  |  | 36,325 |
Total stock-based compensation |  | $ | 108,043 |  |  | $ | 111,316 |  |  | $ | 111,158 |
As of January 31, 2025 and 2024, approximately $6.2 million and $3.6 million of stock-based compensation expense, respectively, was accrued in accrued and other current liabilities in the consolidated balance sheets. Total unrecognized compensation cost related to unvested stock options at January 31, 2025 was $1.6 million and is expected to be recognized over a weighted-average period of 0.34 years. Total unrecognized compensation cost related to unvested restricted stock units at January 31, 2025 was $154.1 million and is expected to be recognized over a weighted-average period of 2.39 years. There were no material stock modifications in fiscal year 2025. In fiscal years 2024 and 2023, the Company and its Compensation Committee of the Board of Directors approved the acceleration of vesting of certain unvested equity awards and one-time compensation settled through the issuance of restricted stock units associated with departure of certain executives. As a result, there were 24,559 and 35,703 shares of restricted stock units accelerated in fiscal years 2024 and 2023, respectively, and approximately $1.6 million and $1.7 million of additional stock-based compensation expense, net, recognized in the fiscal years ended January 31, 2024 and 2023, respectively. The following table sets forth the weighted-average assumptions used to estimate the fair value of employee stock purchase plan awards for the periods indicated:
|  | Year Ended January 31, |
|  | 2025 |  |  | 2024 |  |  | 2023 |
Employee stock purchase plan awards: |  |  |  |  |  |  |  |  |
Volatility |  |  | 47 | % |  |  | 56 | % |  |  | 81 | %
Risk-free interest rate |  |  | 4.97 | % |  |  | 5.11 | % |  |  | 2.32 | %
Expected term (years) |  |  | 0.5 |  |  |  | 0.5 |  |  |  | 0.5 |
Dividend yield |  |  | 0 | % |  |  | 0 | % |  |  | 0 | %
For ESPP shares, the expected term represents the term from the first day of the offering period to the purchase date. The Company calculates expected volatility based on its own historical stock price for a period commensurate with the expected term. The risk-free interest rate is derived from an average of the U.S. Treasury constant maturity rates for the respective periods most closely commensurate with the expected term. The expected dividend yield is zero because the Company has not historically paid dividends and has no present intention to pay dividends. The following table summarizes stock option activities for the periods indicated:
|  | Option Outstanding |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  | Weighted- |  |  |
|  |  |  |  |  |  |  |  |  |  |  | Total Intrinsic |  |  | Average |  |  |
|  |  |  |  |  |  |  | Weighted- |  | Weighted- |  | Value of |  |  | Remaining |  | Aggregate |
|  |  |  |  | Weighted- |  |  | Average |  | Average |  | options |  |  | Contractual |  | Intrinsic |
|  |  |  |  | Average |  |  | Grant-date |  | Acquisition-date |  | Exercised |  |  | Term |  | Value |
|  | Shares |  |  | Exercise Price |  |  | Fair Value |  | Fair Value |  | (in thousands) |  |  | (in years) |  | (in thousands) |
Outstanding at January 31, 2022 |  |  | 619,322 |  |  | $ | 40.08 |  |  |  |  |  |  |  |  |  |  |  |  |
Exercised |  |  | (121,624 | ) |  |  | 30.34 |  |  |  |  |  |  | $ | 6,712 |  |  |  |  |  |
Forfeited |  |  | (10,618 | ) |  |  | 55.97 |  |  |  |  |  |  |  |  |  |  |  |  |
Expired |  |  | (2,289 | ) |  |  | 39.19 |  |  |  |  |  |  |  |  |  |  |  |  |
Outstanding at January 31, 2023 |  |  | 484,791 |  |  |  | 42.18 |  |  |  |  |  |  |  |  |  |  |  |  |
Exercised |  |  | (104,931 | ) |  |  | 26.06 |  |  |  |  |  |  | $ | 4,479 |  |  |  |  |  |
Forfeited |  |  | (926 | ) |  |  | 42.59 |  |  |  |  |  |  |  |  |  |  |  |  |
Expired |  |  | (5,616 | ) |  |  | 63.39 |  |  |  |  |  |  |  |  |  |  |  |  |
Outstanding at January 31, 2024 |  |  | 373,318 |  |  |  | 46.39 |  |  |  |  |  |  |  |  |  |  |  |  |
Exercised |  |  | (144,519 | ) |  |  | 36.90 |  |  |  |  |  |  | $ | 3,128 |  |  |  |  |  |
Forfeited |  |  | (71 | ) |  |  | 102.29 |  |  |  |  |  |  |  |  |  |  |  |  |
Expired |  |  | (2,112 | ) |  |  | 70.63 |  |  |  |  |  |  |  |  |  |  |  |  |
Outstanding at January 31, 2025 |  |  | 226,616 |  |  |  | 52.20 |  |  |  |  |  |  |  |  |  | 3.03 |  | $ | 5,936 |
Exercisable at January 31, 2025 |  |  | 214,708 |  |  | $ | 53.42 |  |  |  |  |  |  |  |  |  | 2.88 |  | $ | 5,379 |
The intrinsic value of options outstanding and exercisable is calculated based on the difference between the fair market value of the Company’s ordinary shares on the reporting date and the exercise price. The closing price of the Company’s stock was $76.72 on January 31, 2025, as reported by The Nasdaq Global Select Market. The intrinsic value of exercised options is calculated based on the difference between the fair market value of the Company’s stock on the exercise date and the exercise price. The following table summarizes restricted stock unit activities for the periods indicated:
|  |  |  |  | Weighted- |
|  |  |  |  | Average |
|  |  |  |  | Grant-Date |
|  | Shares |  |  | Fair Value |
Unvested at January 31, 2022 |  |  | 2,651,135 |  |  | $ | 85.41 |
Granted |  |  | 1,549,174 |  |  |  | 74.45 |
Vested |  |  | (1,513,972 | ) |  |  | 71.32 |
Forfeited |  |  | (112,978 | ) |  |  | 99.46 |
Unvested at January 31, 2023 |  |  | 2,573,359 |  |  |  | 86.81 |
Granted |  |  | 1,305,401 |  |  |  | 70.32 |
Vested |  |  | (1,220,608 | ) |  |  | 78.62 |
Forfeited |  |  | (225,512 | ) |  |  | 81.79 |
Unvested at January 31, 2024 |  |  | 2,432,640 |  |  |  | 82.54 |
Granted |  |  | 1,478,425 |  |  |  | 62.40 |
Vested |  |  | (1,106,546 | ) |  |  | 76.43 |
Forfeited |  |  | (159,140 | ) |  |  | 115.67 |
Unvested at January 31, 2025 |  |  | 2,645,379 |  |  | $ | 71.84 |
Total fair value of restricted stock units vested as of the respective vesting dates for the fiscal years ended January 31, 2025, 2024 and 2023 was approximately $64.0 million, $88.0 million, and $122.0 million, respectively. As of January 31, 2025, the aggregate intrinsic value of unvested restricted stock units was $203.0 million.

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