Stock-Based Compensation

We maintain various compensation plans for officers, other employees, and non-employee members of our Board of Directors. Stock-based compensation expense included in selling, general and administrative expenses related to stock options on a straight-line, single-award basis, restricted stock awards and restricted stock units included in the accompanying Consolidated Statements of Income were as follows (U.S. dollars in millions, except per share data):



	Quarter ended
	March 28, 2014		March 29, 2013
Stock-based compensation expense	$	3.2	$	2.9

Proceeds of $2.8 million and $12.8 million were received from the exercise of stock options for the quarters ended March 28, 2014 and March 29, 2013, respectively.

Stock Option Awards

Our shareholders approved and ratified the 2011 Omnibus Share Incentive Plan (the “2011 Plan”) which allows us to grant equity-based compensation awards, including stock options, restricted stock awards and restricted stock units. We disclosed the significant terms of the 2011 Plan and the 1999 Share Incentive Plan (the "1999 Plan") in our annual financial statements included in our Annual Report on Form 10-K for the year ended December 27, 2013.

There were no stock option grants for the quarter ended March 28, 2014. The following table lists the various stock option grants from our 2011 Plan for the quarter ended March 29, 2013:



Stock Option Grant	Number of Options Granted	Exercise Price		Fair Value
February 20, 2013 - Chairman and Chief Executive Officer	161,000	$	26.52	$	8.38

The fair value for stock options was estimated at the date of grant using the Black-Scholes option pricing model, which requires us to make certain assumptions. Volatility is estimated based on the historical volatility of our stock over the past five years. The risk-free interest rate is based on U.S. Treasury zero-coupon issues with a remaining term equal to the expected term of grant. The dividend yield is estimated over the expected term based on our dividend policy, historical cash dividends and expected future cash dividends. The expected term of grant was based on the contractual term of the stock option and expected employee exercise and post-vesting employment termination trends. Forfeitures are estimated based on historical experience.

Restricted Stock Awards

The 2010 Non-Employee Directors Equity Plan (the “Directors Equity Plan”) allows us to award restricted stock to non-management members of our Board of Directors. Under the Directors Equity Plan, awards are made on January 1st of each calendar year. A share of “restricted stock” is one of our ordinary shares that has restrictions on transferability until certain vesting conditions are met. We disclosed the significant terms of the Directors Equity Plan in our annual financial statements included in our Annual Report on Form 10-K for the year ended December 27, 2013.

Under the Directors Equity Plan, 50% of each award of our restricted stock granted will vest on the date on which it is granted. The remaining 50% of each award will vest upon the six-month anniversary of the date on which the recipient ceases to serve as a member of our Board of Directors. The provision in the Directors Equity Plan that allows directors to retain all of their awards once they cease to serve as a member of our Board of Directors is considered a nonsubstantive service condition in accordance with the guidance provided by the ASC on “Compensation – Stock Compensation”. Accordingly, it is appropriate to recognize compensation cost immediately for restricted stock awards granted to non-management members of the Board of Directors.

7. Stock-Based Compensation (continued)

The following table lists the various restricted stock awards and related compensation expense under the Directors Equity Plan for the quarters ended March 28, 2014 and March 29, 2013 (U.S. dollars in millions except share and per share data):



Date of Award	Number of Restricted Stock Awarded	Price Per Share		Compensation Expense
January 2, 2014	26,117	$	28.15	$	0.7
January 2, 2013	26,201	26.72		0.7

Restricted Stock Units

The 2011 Plan includes the ability to award Restricted Stock Units ("RSUs"). Each RSU represents a contingent right to receive one of our ordinary shares. The RSUs are subject to meeting minimum performance criteria set by our Compensation Committee of our Board of Directors. The actual number of shares the recipient receives is determined based on the results achieved versus performance goals. Those performance goals are based on exceeding a measure of our earnings. Depending on the results achieved, the actual number of shares that an award recipient receives at the end of the period may range from 0% to 100% of the award units granted. Provided such criteria are met, the RSU will vest in three equal annual installments on each of the next three anniversary dates provided that the recipient remains employed with us.

RSUs do not have the voting rights of ordinary shares, and the shares underlying the RSUs are not considered issued and outstanding. However, shares underlying RSUs are included in the calculation of diluted earnings per share to the extent the performance criteria are met.

RSUs are eligible to earn Dividend Equivalent Units ("DEU's") equal to the cash dividend paid to ordinary shareholders. DEUs are subject to the same performance and service conditions as the underlying RSUs and are forfeitable. On March 28, 2014, we awarded 2,014 DEUs with a grant date price of $27.12 per share.

We expense the fair market value of RSUs, as determined on the date of grant, ratably over the three year vesting period provided the performance condition is probable of attaining.

The following table lists the compensation expense related to RSUs for the quarters ended March 28, 2014 and March 29, 2013.



	Quarter ended
	March 28, 2014		March 29, 2013
RSUs compensation expense	$	1.0	$	0.4