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Equity
9 Months Ended
Sep. 30, 2024
Equity  
Equity

14. Equity

The changes in shareholders’ equity for the three and nine months ended September 30, 2024 were as follows:

Additional

Accumulated Other

Total

Common Stock

 

Paid- In

Treasury Stock

Accumulated

 

Comprehensive

Shareholders’

   

Shares

   

Amount

   

Capital

   

Shares

   

Amount

   

Deficit

   

Income (Loss)

   

Equity

Balance, December 31, 2023

38,192,441

$

38

$

565,949

(6,323,892)

$

(137,381)

$

(233,189)

$

14

$

195,431

Exercise of common stock options

200,200

4,205

4,205

Issuance for employee stock purchase plan

18,538

356

356

Vesting of RSUs and PSUs

1,000,357

1

1

Shares withheld for employee taxes upon vesting of RSUs and PSUs

(381,897)

(12,874)

(12,874)

Stock-based compensation

7,475

7,475

Other comprehensive loss, net of tax

(138)

(138)

Net income

27,713

27,713

Balance, March 31, 2024

39,029,639

$

39

$

565,111

(6,323,892)

$

(137,381)

$

(205,476)

$

(124)

$

222,169

Exercise of common stock options

282,248

1

5,727

5,728

Vesting of RSUs and PSUs

392,140

1

1

Shares withheld for employee taxes upon vesting of RSUs and PSUs

(171,669)

(1)

(5,874)

(5,875)

Share repurchases from ASR agreement

(7,000)

(888,889)

(28,000)

(35,000)

Stock-based compensation

10,012

10,012

Other comprehensive loss, net of tax

(58)

(58)

Net income

19,606

19,606

Balance, June 30, 2024

39,532,358

$

40

$

567,976

(7,212,781)

$

(165,381)

$

(185,870)

$

(182)

$

216,583

Exercise of common stock options

9,079

140

140

Issuance for employee stock purchase plan

17,126

471

471

Vesting of RSUs and PSUs

61,930

Shares withheld for employee taxes upon vesting of RSUs and PSUs

(4,037)

(142)

(142)

Share repurchases from Accelerated Share Repurchase ("ASR") agreement

7,000

(173,659)

(7,000)

Stock-based compensation

7,317

7,317

Other comprehensive income, net of tax

575

575

Net income

9,335

9,335

Balance, September 30, 2024

39,616,456

$

40

$

582,762

(7,386,440)

$

(172,381)

$

(176,535)

$

393

$

234,279

The changes in shareholders’ equity for the three and nine months ended September 30, 2023 were as follows:

Additional

Accumulated Other

    

Total

Common Stock

 

Paid- In

Treasury Stock

Accumulated

Comprehensive

 

Shareholders’

   

Shares

   

Amount

   

Capital

   

Shares

   

Amount

   

Deficit

   

Income (Loss)

   

Equity

Balance, December 31, 2022

37,084,759

$

37

$

538,073

(3,235,823)

$

(61,924)

$

(281,344)

$

$

194,842

Exercise of common stock options

234,132

3,848

3,848

Issuance for employee stock purchase plan

11,329

169

169

Vesting of RSUs and PSUs

775,904

1

1

Shares withheld for employee taxes upon vesting of RSUs and PSUs

(289,281)

(7,736)

(7,736)

Stock-based compensation

6,035

6,035

Net loss

(17,426)

(17,426)

Balance, March 31, 2023

37,816,843

$

38

$

540,389

(3,235,823)

$

(61,924)

$

(298,770)

$

$

179,733

Exercise of common stock options

72,405

1,251

1,251

Vesting of RSUs and PSUs

73,805

Shares withheld for employee taxes upon vesting of RSUs and PSUs

(9,655)

(220)

(220)

Stock-based compensation

7,072

7,072

Other comprehensive loss, net of tax

(38)

(38)

Net income

13,007

13,007

Balance, June 30, 2023

37,953,398

$

38

$

548,492

(3,235,823)

$

(61,924)

$

(285,763)

$

(38)

$

200,805

Exercise of common stock options

21,185

302

302

Issuance for employee stock purchase plan

15,176

291

291

Vesting of RSUs and PSUs

18,207

Shares withheld for employee taxes upon vesting of RSUs and PSUs

(7,359)

(172)

(172)

Share repurchases from Accelerated Share Repurchase ("ASR") agreement

(1,702,852)

(40,000)

(40,000)

Forward contract on ASR agreement

(10,000)

(10,000)

Stock-based compensation

7,027

7,027

Other comprehensive loss, net of tax

(14)

(14)

Net income

20,634

20,634

Balance, September 30, 2023

38,000,607

$

38

$

545,940

(4,938,675)

$

(101,924)

$

(265,129)

$

(52)

$

178,873

Common Stock

In May 2015, the Company adopted the Amended and Restated 2014 Stock Incentive Plan (the “Plan”), under which an aggregate of 2,700,000 shares of common stock were authorized for issuance to employees, officers, directors, consultants and advisors of the Company, plus an annual increase on the first day of each fiscal year until the expiration of the Plan equal to 4% of the total number of outstanding shares of common stock on December 31st of the immediately preceding calendar year (or a lower amount as otherwise determined by the Company’s board of directors (“Board of Directors”) prior to January 1st). As of September 30, 2024, there were 2,269,568 shares of common stock available for issuance pursuant to the Plan. The Plan provides for granting of both Internal Revenue Service qualified incentive stock options and non-qualified options, restricted stock awards, restricted stock units and performance stock units. The Company’s qualified incentive stock options and non-qualified options generally vest ratably over a four-year period of service and generally have a ten-year contractual life. Upon termination, vested stock options are generally exercisable for three months following the termination date, while unvested options are forfeited immediately upon termination. The Company’s RSUs granted prior to 2024 generally vest ratably over a four-year period of service. Beginning in 2024, RSUs granted by the Company vest ratably over a three-year period of service. Upon termination, unvested RSUs are forfeited immediately. Refer to Note 15, Stock-based Compensation, for more information.

Share Repurchases

2023 Repurchase Program

In January 2023, the Company’s Board of Directors authorized the repurchase of up to $100,000 of shares of its common stock at any time or times through December 31, 2023 (the “2023 Repurchase Program”). The 2023 Repurchase Program permitted the Company to effect repurchases through a variety of methods, including open-market purchases (which may be made pursuant to a trading plan adopted in accordance with Rule 10b5-1 of the Exchange Act), privately negotiated transactions, or otherwise in compliance with Rule 10b-18 of the Exchange Act.

In July 2023, the Company’s Board of Directors authorized an accelerated share repurchase (“ASR”) program to repurchase $50,000 of the Company’s common stock, as part of the 2023 Repurchase Program. Under the terms of the

Company’s ASR agreement with an investment bank, the Company paid $50,000 on August 7, 2023, and received 1,702,852 shares, representing 80% of the upfront payment on a price per share of $23.49, the closing price on the date the agreement was executed. The remaining shares purchased by the Company were based on the volume-weighted average price of its common stock through October 31, 2023, minus an agreed upon discount between the parties. In October 2023, the ASR agreement settled and the Company received an additional 462,442 shares, bringing the total shares repurchased pursuant to the ASR agreement to 2,165,294.

In November 2023, the Company’s Board of Directors authorized a second ASR program as part of the 2023 Repurchase Program to repurchase $25,000 of the Company’s common stock. Under the terms of the Company’s ASR agreement with an investment bank, the Company paid $25,000 on November 9, 2023, and received 865,426 shares, representing 80% of the upfront payment on a price per share of $23.11, the closing price on the date the agreement was executed. The remaining shares purchased by the Company were based on the volume-weighted average price of its common stock through December 29, 2023, minus an agreed upon discount between the parties. In December 2023, the ASR agreement settled and the Company received an additional 57,349 shares, bringing the total shares repurchased pursuant to the ASR agreement to 922,775.

Each ASR agreement was accounted for as two distinct transactions: (1) an immediate repurchase of common stock, recorded as a treasury stock transaction; and (2) a forward contract indexed to the Company’s own stock. The forward contracts, which represented the remaining shares to be delivered by the investment bank, were recorded as a reduction to stockholders’ equity. Both forward contracts associated with these ASR agreements were settled and not outstanding as of December 31, 2023.

The 2023 Repurchase Program expired on December 31, 2023. Through December 31, 2023, the Company repurchased 3,088,069 shares at a weighted-average price of $24.29 per share for a total of $75,000 under the 2023 Repurchase Program. Repurchased shares were returned to the Company’s pool of authorized but unissued shares. The cost of repurchased shares was recorded as treasury stock in the Consolidated Balance Sheet. Shares repurchased under the 2023 Repurchase Program resulted in an immediate reduction of shares outstanding used to calculate the weighted-average common shares outstanding for both basic and diluted earnings per share. As the Company was entitled to receive additional shares of its common stock in connection with the outstanding forward contracts, the receipt of additional shares of common stock was antidilutive. Therefore, no adjustments were made in the computation of earnings per share for the period the forwards were outstanding.

2024-2025 Repurchase Program

In January 2024, the Company’s Board of Directors authorized the repurchase of up to $150,000 of the Company’s common stock through June 30, 2025 (the “2024-2025 Repurchase Program”). The 2024-2025 Repurchase Program permits the Company to effect repurchases through a variety of methods, including open-market purchases (including pursuant to a trading plan adopted in accordance with Rule 10b5-1 of the Exchange Act), privately negotiated transactions, or otherwise in compliance with Rule 10b-18 of the Exchange Act. The timing and amount of any shares purchased on the open market will be determined based on the Company’s evaluation of the market conditions, share price and other factors. The Company plans to utilize existing cash on hand to fund share repurchases.

In May 2024, the Company’s Board of Directors authorized an ASR program to repurchase $35,000 of the Company’s common stock, as part of the 2024-2025 Repurchase Program. Under the terms of the Company’s ASR agreement with an investment bank, the Company paid $35,000 on May 13, 2024, and received 888,889 shares, representing 80% of the upfront payment on a price per share of $31.50, the closing price on the date the agreement was executed. The remaining shares to be purchased by the Company was to be based on the volume-weighted average price of its common stock through July 31, 2024, minus an agreed upon discount between the parties. In July 2024, the ASR agreement settled and the Company received an additional 173,659 shares, bringing the total shares repurchased pursuant to the ASR agreement to 1,062,548.

The ASR agreement was accounted for as two distinct transactions: (1) an immediate repurchase of common stock, recorded as a treasury stock transaction; and (2) a forward contract indexed to the Company’s own stock. The forward contracts, which represented the remaining shares to be delivered by the investment bank, were recorded as a reduction to stockholders’ equity. Both forward contracts associated with this ASR agreement were settled and not outstanding as of September 30, 2024.

As of September 30, 2024, the Company repurchased 1,062,548 shares at a weighted-average price of $32.94 per share for a total of $35,000 under the 2024-2025 Repurchase Program and the cost of repurchased shares was recorded as treasury stock in the Condensed Consolidated Balance Sheet. As of September 30, 2024, $115,000 remained available for share repurchases under the 2024-2025 Repurchase Program.