v2.4.0.8
Share-Based Compensation
9 Months Ended
Mar. 31, 2014
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Share-Based Compensation

11. Share-Based Compensation

Share-based compensation and the related tax benefit recognized in our condensed consolidated statements of income were as follows (in thousands):

 

     Three Months Ended      Nine Months Ended  
     March 31,      March 31,  
     2014      2013      2014      2013  

Cost of revenue

   $ 328       $ 249       $ 844       $ 690   

Research and development

     4,951         3,993         13,119         11,783   

Selling, general, and administrative

     3,496         3,991         9,476         12,233   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 8,775       $ 8,233       $ 23,439       $ 24,706   
  

 

 

    

 

 

    

 

 

    

 

 

 

Income tax benefit on share-based compensation

   $ 2,593       $ 2,279       $ 7,399       $ 6,676   
  

 

 

    

 

 

    

 

 

    

 

 

 

Historically, we have issued new shares in connection with our share-based compensation plans, however, treasury shares were also available for issuance as of March 31, 2014, including shares repurchased under our common stock repurchase program.

 

Stock Options

Stock option activity, including stock options granted, exercised, and forfeited, and weighted average exercise prices for options outstanding and exercisable, and the aggregate intrinsic value were as follows:

 

     Stock     Weighted      Aggregate  
     Option     Average      Intrinsic  
     Awards     Exercise      Value  
     Outstanding     Price      (in thousands)  

Balance at June 30, 2013

     6,030,287      $ 26.15      

Granted

     395,022        48.20      

Exercised

     (2,277,830     25.88      

Forfeited

     (126,418     29.70      
  

 

 

      

Balance at March 31, 2014

     4,021,061        28.36       $ 120,197   
  

 

 

      

 

 

 

Exercisable at March 31, 2014

     2,893,995      $ 25.58       $ 94,416   
  

 

 

      

 

 

 

The aggregate intrinsic value was determined using the closing price of our common stock on March 28, 2014 of $58.20 and excludes the impact of stock options that were not in-the-money.

Deferred Stock Units

DSU activity, including DSUs granted, delivered, and forfeited, and the balance and aggregate intrinsic value of DSUs was as follows:

 

           Aggregate  
           Intrinsic  
     DSU Awards     Value  
     Outstanding     (in thousands)  

Balance at June 30, 2013

     1,005,435     

Granted

     535,860     

Delivered

     (381,783  

Forfeited

     (71,142  
  

 

 

   

Balance at March 31, 2014

     1,088,370      $ 63,343   
  

 

 

   

 

 

 

The aggregate intrinsic value was determined using the closing price of our common stock on March 28, 2014 of $58.20.

Of the shares delivered, 118,025 shares valued at $5.7 million were withheld to meet statutory minimum tax withholding requirements.

Market Stock Units

Our Amended and Restated 2010 Incentive Compensation Plan provides for the grant of MSU awards, which are a type of DSU award, to our employees, consultants, and directors. An MSU is a promise to deliver shares of our common stock at a future date based on the achievement of market-based performance requirements in accordance with the terms of the MSU grant agreement. We began granting MSUs in November 2012.

We have granted MSUs to our executive officers, which were designed to vest in three tranches with the target quantity for each tranche equal to one-third of the total MSU grant. The first tranche vests based on a one-year performance period; the second tranche vests based on a two-year performance period; and the third tranche vests based on a three-year performance period. Performance is measured based on the achievement of a specified level of total stockholder return, or TSR, relative to the TSR of the Philadelphia Semiconductor Index, or SOX Index. The potential payout ranges from 0% to 200% of the grant target quantity and is adjusted on a two-to-one ratio based on our TSR performance relative to the SOX Index TSR performance using the following formula:

(100% + ([Synaptics TSR - SOX Index TSR] x 2))

 

Delivery of shares earned, if any, will take place on the dates provided in the applicable MSU grant agreement, assuming the grantee is still an employee, consultant, or director of our company at the end of the applicable performance period. On the delivery date, we withhold shares to cover statutory minimum tax withholding by delivering a net quantity of shares. Until delivery of shares, the grantee has no rights as a stockholder with respect to any shares underlying the MSU award.

During the nine months ended March 31, 2014, MSU activity, including MSUs granted, delivered, and forfeited, and the balance and aggregate intrinsic value of MSUs as of March 31, 2014 was as follows:

 

           Aggregate  
           Intrinsic  
     MSU Awards     Value  
     Outstanding     (in thousands)  

Balance at June 30, 2013

     67,400     

Granted

     80,730     

Performance adjustment

     10,782     

Delivered

     (33,249  

Forfeited

     (5,333  
  

 

 

   

Balance at March 31, 2014

     120,330      $ 7,003   
  

 

 

   

 

 

 

As a result of the Synaptics TSR exceeding the SOX Index TSR by 24 percentage points, we delivered 148% of the targeted shares underlying the November 2012 MSU grants, or 10,782 additional shares. Of the shares delivered, 15,148 shares valued at $670,000 were withheld to meet statutory minimum tax withholding requirements.

We valued the MSUs using the Monte Carlo simulation model and amortize the compensation expense over the three-year performance and service period on a straight-line basis. The grant date fair value for MSUs granted during the nine months ended March 31, 2014 was $60.62 per MSU. The unrecognized share-based compensation cost of our outstanding MSUs was approximately $5.1 million as of March 31, 2014, which will be recognized over a weighted average period of approximately 1.4 years. The aggregate intrinsic value was determined using the closing price of our common stock on March 28, 2014 of $58.20.