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Share-Based Compensation
9 Months Ended
Mar. 31, 2015
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Share-Based Compensation

12. 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,

 

 

 

2015

 

 

2014

 

 

2015

 

 

2014

 

Cost of revenue

 

$

369

 

 

$

328

 

 

$

1,007

 

 

$

844

 

Research and development

 

 

6,455

 

 

 

4,951

 

 

 

17,806

 

 

 

13,119

 

Selling, general, and administrative

 

 

4,790

 

 

 

3,496

 

 

 

13,024

 

 

 

9,476

 

Total

 

$

11,614

 

 

$

8,775

 

 

$

31,837

 

 

$

23,439

 

Income tax benefit on share-based compensation

 

$

3,132

 

 

$

2,593

 

 

$

8,862

 

 

$

7,399

 

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, 2015. Any additional shares repurchased under our common stock repurchase program would be available for issuance under our share-based compensation plans.

Stock Options

Stock option activity, including stock options granted, exercised, and forfeited, and weighted average exercise prices for stock 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 as of June 30, 2014

 

 

3,693,375

 

 

$

30.08

 

 

 

 

 

Granted

 

 

370,707

 

 

 

70.79

 

 

 

 

 

Exercised

 

 

(650,761

)

 

 

28.61

 

 

 

 

 

Forfeited

 

 

(42,477

)

 

 

42.73

 

 

 

 

 

Balance as of March 31, 2015

 

 

3,370,844

 

 

 

34.68

 

 

$

165,173

 

Exercisable at March 31, 2015

 

 

2,467,417

 

 

 

27.47

 

 

$

138,669

 

The aggregate intrinsic value was determined using the closing price of our common stock on March 27, 2015 of $83.67 and excludes the impact of stock options that were not in-the-money.

Deferred Stock Units

Deferred Stock Units, or 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 as of June 30, 2014

 

 

1,058,243

 

 

 

 

 

Granted

 

 

415,602

 

 

 

 

 

Delivered

 

 

(434,139

)

 

 

 

 

Forfeited

 

 

(66,004

)

 

 

 

 

Balance as of March 31, 2015

 

 

973,702

 

 

$

81,470

 

 

The aggregate intrinsic value was determined using the closing price of our common stock on March 27, 2015 of $83.67.

Of the shares delivered, 123,868 shares valued at $9.1 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 Market Stock Unit, or MSU awards, 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 have granted MSUs to our executive officers, which are 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))

Beginning with the MSU grants in fiscal 2015, the payout for tranche one and two will not exceed 100% and the payout for tranche three will be calculated based on the total target quantity for the entire grant multiplied by the payout factor, which will then be reduced by tranche one and tranche two stock issuances.

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 requirements and deliver a net quantity of shares to the employee, consultant, or director after such withholding. 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, 2015, MSU activity, including MSUs granted, delivered, and forfeited, and the balance and aggregate intrinsic value of MSUs as of March 31, 2015 was as follows:

 

 

 

 

 

 

 

Aggregate

 

 

 

 

 

 

 

Intrinsic

 

 

 

MSU Awards

 

 

Value

 

 

 

Outstanding

 

 

(in thousands)

 

Balance as of June 30, 2014

 

 

120,330

 

 

 

 

 

Granted

 

 

70,300

 

 

 

 

 

Performance adjustment

 

 

46,712

 

 

 

 

 

Delivered

 

 

(93,424

)

 

 

 

 

Forfeited

 

 

 

 

 

 

 

Balance as of March 31, 2015

 

 

143,918

 

 

$

12,042

 

We value the MSUs using the Monte Carlo simulation model on the date of grant and amortize the compensation expense over the three-year performance and service period on a straight-line basis. The unrecognized share-based compensation cost of our outstanding MSUs was approximately $6.7 million as of March 31, 2015, which will be recognized over a weighted average period of approximately 1.19 years. The aggregate intrinsic value was determined using the closing price of our common stock on March 27, 2015 of $83.67.

Of the shares delivered, 47,883 shares valued at $3.0 million were withheld to meet statutory minimum tax withholding requirements.

Employee Stock Purchase Plan

Shares purchased, weighted average purchase price, cash received, and the aggregate intrinsic value for employee stock purchase plan purchases during the nine-month period ended March 31, 2015 were as follows (in thousands, except for shares purchased and weighted average price):

 

Shares purchased

 

 

230,241

 

Weighted average purchase price

 

$

25.46

 

Cash received

 

$

5,862

 

Aggregate intrinsic value

 

$

8,390