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Employee Benefit Plans
9 Months Ended
Mar. 31, 2025
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Employee Benefit Plans
10.
Employee Benefit Plans

Shares Reserved for Issuance

The Company had the following reserved shares of common stock for future issuance as of the dates noted (in thousands):

 

 

March 31,
2025

 

 

June 30,
2024

 

2013 Equity Incentive Plan shares available for grant

 

 

10,820

 

 

 

13,414

 

Employee stock options and awards outstanding

 

 

8,164

 

 

 

7,562

 

2014 Employee Stock Purchase Plan

 

 

5,952

 

 

 

7,130

 

Total shares reserved for issuance

 

 

24,936

 

 

 

28,106

 

Share-based Compensation Expense

Share-based compensation expense recognized in the condensed consolidated financial statements by line-item caption is as follows (in thousands):

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

March 31,
2025

 

 

March 31,
2024

 

 

March 31,
2025

 

 

March 31,
2024

 

Cost of product revenues

 

$

663

 

 

$

405

 

 

$

1,961

 

 

$

1,352

 

Cost of subscription and support revenues

 

 

706

 

 

 

679

 

 

 

2,193

 

 

 

2,294

 

Research and development

 

 

4,178

 

 

 

4,226

 

 

 

12,858

 

 

 

13,038

 

Sales and marketing

 

 

6,963

 

 

 

5,683

 

 

 

21,441

 

 

 

20,206

 

General and administrative

 

 

7,844

 

 

 

6,840

 

 

 

23,120

 

 

 

21,819

 

Total share-based compensation expense

 

$

20,354

 

 

$

17,833

 

 

$

61,573

 

 

$

58,709

 

 

Stock Options

 

The following table summarizes stock option activity for the nine months ended March 31, 2025 (in thousands, except per share amount and contractual term):

 

 

Number of Shares

 

 

Weighted-Average Exercise Price Per Share

 

 

Weighted-Average Remaining Contractual Term (years)

 

 

Aggregate Intrinsic Value

 

Options outstanding at June 30, 2024

 

 

1,073

 

 

$

6.58

 

 

 

1.75

 

 

$

7,376

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

(398

)

 

 

6.43

 

 

 

 

 

 

 

Canceled

 

 

 

 

 

 

 

 

 

 

 

 

Options outstanding at March 31, 2025

 

 

675

 

 

$

6.67

 

 

 

1.30

 

 

$

4,429

 

Vested and expected to vest at March 31, 2025

 

 

675

 

 

$

6.67

 

 

 

1.30

 

 

$

4,429

 

Exercisable at March 31, 2025

 

 

675

 

 

$

6.67

 

 

 

1.30

 

 

$

4,429

 

 

The fair value of each stock option grant under the 2013 Plan is estimated on the date of grant using the Black-Scholes-Merton option valuation model. The expected term of options granted is derived from historical data on employee exercise and post-vesting employment termination behavior. The risk-free interest rate is based upon the estimated life of the option and the U.S. Treasury yield curve in effect at the time of grant. Expected volatility is based on the historical volatility on the Company’s stock. There were no stock options granted during the three and nine months ended March 31, 2025 and 2024.

Stock Awards

Stock awards may be granted under the 2013 Plan on terms approved by the Compensation Committee of the Board. Stock awards generally provide for the issuance of restricted stock units (“RSUs”) including performance-condition or market-condition RSUs which vest over a fixed period of time or based upon the satisfaction of certain performance criteria or market conditions. The Company recognizes compensation expense on the stock awards over the vesting period based on the awards’ fair value as of the date of grant. The Company does not estimate forfeitures, but accounts for them as incurred.

The following table summarizes stock award activity for the nine months ended March 31, 2025 (in thousands, except grant date fair value):

 

 

 

Number of Shares

 

 

Weighted- Average Grant Date Fair Value

 

 

Aggregate Fair Value

 

Non-vested stock awards outstanding at June 30, 2024

 

 

6,489

 

 

$

22.65

 

 

 

 

Granted

 

 

4,641

 

 

 

15.83

 

 

 

 

Released

 

 

(3,264

)

 

 

20.15

 

 

 

Canceled

 

 

(377

)

 

 

21.01

 

 

 

 

Non-vested stock awards outstanding at March 31, 2025

 

 

7,489

 

 

$

19.62

 

 

$

99,082

 

Stock awards expected to vest at March 31, 2025

 

 

7,489

 

 

$

19.62

 

 

$

99,082

 

The RSUs granted under the 2013 Plan vest over a period of time, generally one to three years, and are subject to participant's continued service to the Company. The stock awards granted during the nine months ended March 31, 2025 included 1.3 million RSUs including the market condition awards discussed below to the named executive officers and outside directors.

Market Condition Awards

During the nine months ended March 31, 2025 and 2024, the Compensation Committee of the Board granted 1.0 million and 0.8 million RSUs, respectively, with vesting based on market conditions (“MSU”) to certain of the Company’s employees. The MSUs granted during the nine months ended March 31, 2025 were subject to total stockholder return (“TSR”). The MSUs granted during the nine months ended March 31, 2024 included 0.5 million MSUs subject to TSR and 0.3 million MSUs subject to certain stock price targets.

The TSR MSUs vest based on the Company’s TSR relative to the TSR of the Russell 2000 Index (“Index”). The MSU award represents the right to receive a target number of shares of common stock of up to 150% of the original grant, as indicated in the table below. The MSUs vest based on the Company’s TSR relative to the TSR of the Index over performance periods of three years from the grant date, subject to the grantees’ continued service through the certification of performance.

Level

Relative TSR

Shares Vested

Below Threshold

TSR is less than the Index by more than 37.5 percentage points

0%

Threshold

TSR is less than the Index by 37.5 percentage points

25%

Target

TSR equals the Index

100%

Maximum

TSR is greater than the Index by 25 percentage points or more

150%

TSR is calculated based on the average closing price for the 30-trading days prior to the beginning and end of the performance periods. Performance is measured based on three periods, with the ability for up to one-third of target shares to vest after years one and two and the ability for up to the maximum of the full award to vest based on the full three-year TSR less any shares vested based on one- and two-year periods. Linear interpolation is used to determine the number of shares vested for achievement between target levels.

The grant date fair value of each MSU was determined using the Monte Carlo simulation model. The weighted-average grant-date fair value of the TSR MSUs granted during the nine months ended March 31, 2025 was $17.10 per share. The assumptions used in the Monte Carlo simulation included the expected volatility of 48%, risk-free interest rate of 3.87%, no expected dividend yield, expected term of three years and possible future stock prices over the performance period based on the historical stock and market prices. The weighted-average grant-date fair value of the TSR MSUs granted during the nine months ended March 31, 2024 was $32.66 per share. The assumptions used in the Monte Carlo simulation included the expected volatility of 50%, risk-free interest rate of 4.43%, no expected dividend yield, expected term of three years, and possible future stock prices over the performance period based on the historical stock and market prices. The Company recognizes the expense related to these MSUs on a graded-vesting method over the estimated term.

The stock price target MSUs vest upon the achievement of a certain stock price target over the defined performance period. The stock price target shall be deemed as achieved if the average closing stock price over any 30 consecutive trading days during the period from grant date through the third anniversary of the grant date equals or exceeds the price target of $41.38 for the initial performance period. Upon satisfaction of the initial stock price target, 50% of the target shares will vest on the third anniversary of the grant date and the remaining 50% will vest on the fourth anniversary of the grant date, subject to employees’ continued service through the applicable vesting dates. If the units are not earned on the last day of initial performance period, the units will remain outstanding and be eligible to be earned if the average closing stock price over any 30 consecutive trading days equals or exceeds the price target of $46.96.

The grant date fair value of these stock price target MSUs was determined using the Monte Carlo simulation model. The weighted-average grant-date fair value of these stock price target MSUs granted during the nine months ended March 31, 2024 was $28.80 per share. The assumptions used in the Monte Carlo simulation included the expected volatility of 63%, risk-free interest rate of 4.45%, no expected dividend yield and expected term of three years based on possible future stock prices over the performance period based on the historical stock prices. The Company recognizes the expense related to these MSUs on a graded-vesting method over the estimated term.

On February 15, 2024 the Company modified certain terms and conditions of the stock price target MSU's for certain employees. Under the modified agreement, the stock price target over the initial and fourth year performance periods were revised to $23.00 and $26.00, respectively. All other contractual terms remained unchanged. The incremental compensation cost related to the modification was not material and will be recognized ratably over the remaining requisite service period.

Employee Stock Purchase Plan

The fair value of each share purchase option under the ESPP is estimated on the date of grant using the Black-Scholes-Merton option valuation model with the weighted average assumptions noted in the following table. The expected term of the ESPP represents the term of the offering period of each option. The risk-free interest rate is based on the estimated life and on the U.S. Treasury yield curve in effect at the time of grant. Expected volatility is based on the historical volatility on the Company’s common stock.

There were 0.7 and 0.8 million shares issued under the ESPP during the three months ended March 31, 2025 and 2024, respectively. There were 1.2 million and 1.3 million shares issued under the ESPP during the nine months ended March 31, 2025 and 2024, respectively. The following assumptions were used to determine the grant-date fair values of the ESPP shares during the following periods:

 

 

 

Employee Stock Purchase Plan

 

 

Employee Stock Purchase Plan

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

March 31,
2025

 

 

March 31,
2024

 

 

March 31,
2025

 

 

March 31,
2024

 

Expected term

 

0.5 years

 

 

0.5 years

 

 

0.5 years

 

 

0.5 years

 

Risk-free interest rate

 

 

4.32

%

 

 

5.31

%

 

 

4.73

%

 

 

5.42

%

Volatility

 

 

39

%

 

 

52

%

 

 

37

%

 

 

47

%

Dividend yield

 

 

%

 

 

%

 

 

%

 

 

%

 

The weighted-average grant-date fair value of shares under the ESPP during the three months ended March 31, 2025 and 2024 was $4.32 and $3.68 per share, respectively. The weighted-average grant-date fair value of shares under the ESPP during the nine months ended March 31, 2025 and 2024 was $3.99 and $5.73 per share, respectively.