eBay 2012 Annual Report Download - page 131

will depend on a variety of factors including corporate and regulatory requirements, price, other market conditions and management's
determination as to the appropriate use of our cash. The programs are intended to comply with the volume, timing and other limitations set forth
in Rule 10b-18 under the Securities Exchange Act of 1934.
In addition to the above, we withhold shares from employees to satisfy minimum statutory tax obligations in conjunction with nonvested
shares under our equity incentive plans, which are included in treasury stock.
Note 16 – Stock-Based and Employee Savings Plans
Equity Incentive Plans
We have equity incentive plans under which we grant equity awards, including stock options, restricted stock units, performance-based
restricted stock units and nonvested shares, to our directors, officers and employees. At December 31, 2012 , 653 million shares were authorized
under our equity incentive plans and 58 million shares were available for future grant.
All stock options granted under these plans generally vest 12.5% six months from the date of grant (or 25%
one year from the date of grant
for grants to new employees) with the remainder vesting at a rate of 2.08% per month thereafter, and generally expire seven to ten years from
the date of grant. The cost of stock options is determined using the Black-Scholes option pricing model on the date of grant.
Restricted stock units and nonvested shares are granted to eligible employees under our equity incentive plans. In general, restricted stock
units and nonvested shares vest in equal annual installments over a period of one to five
years, are subject to the employees' continuing service to
us and do not have an expiration date. The cost of restricted stock units and nonvested shares is determined using the fair value of our common
stock on the date of grant. There were no grants of nonvested shares in 2012 and vesting of all prior grants of nonvested shares was completed as
of December 31, 2011.
In 2012 , 2011 and 2010 , certain executives were eligible to receive performance-based restricted stock units. The number of restricted
stock units ultimately received depends on our business performance against specified performance targets set by the Compensation Committee.
If the performance criteria are satisfied, the performance-based restricted stock units are granted, with one-half of the grant vesting in March
following the end of the performance period and the remaining one-half vesting one year later.
In 2012, certain executives were granted performance share units with performance-based vesting conditions. The number of performance
share units ultimately received depends on eBay Inc.'s total stockholder return meeting or exceeding the median as compared to its peer group
over annual performance periods from 2013-2016 and cumulative performance periods from 2012-2016. The performance share units are also
subject to certain vesting and eligibility requirements and the shares underlying the performance share units issued upon satisfaction of the
performance metrics, if any, cannot be sold until after December 31, 2017.
Employee Stock Purchase Plan
We have an employee stock purchase plan for all eligible employees. Under the plan, shares of our common stock may be purchased over
an offering period with a maximum duration of two years at 85% of the lower of the fair market value on the first day of the applicable offering
period or on the last day of the six-month purchase period. Employees may purchase shares having a value not exceeding 10% of their eligible
compensation during an offering period. During the years ended 2012 , 2011 , and 2010 , employees purchased approximately 4 million , 3
million and 5 million shares under this plan at average prices of $26.10 , $23.55 and $13.55 per share, respectively. At December 31, 2012 ,
approximately 38 million shares of common stock were reserved for future issuance.
Employee Savings Plan
We have a savings plan, which qualifies under Section 401(k) of the Internal Revenue Code. Participating employees may contribute up to
50% of their eligible compensation, but not more than statutory limits. In 2012 , 2011 and 2010 , we contributed one dollar for each dollar a
participant contributed, with a maximum contribution of 4% of each employee's eligible compensation, subject to a maximum employer
contribution of $10,200 per employee for each period. Our non-U.S. employees are covered by various other savings plans. Our total expenses
for these savings plans were $71 million in 2012 , $50 million in 2011 and $47 million in 2010 .
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