NOTE 5 — STOCK-BASED COMPENSATION

During the three months ended March 31, 2014, total compensation expense recognized in the condensed consolidated statements of income related to restricted stock awards reduced income before taxes by $3.2 million and net income by $1.8 million.

In comparison, during the three months ended March 31, 2013, total compensation expense recognized in the condensed consolidated statements of income related to both stock options and restricted stock awards reduced income before taxes by $2.5 million and net income by $1.5 million.

The Company received $283 thousand and $442 thousand during the three months ended March 31, 2014 and March 31, 2013, respectively, in cash proceeds from stock option exercises. The net tax benefit recognized in equity for stock compensation plans was $3.7 million and $2.6 million for the three months ended, March 31, 2014 and March 31, 2013, respectively.

As of March 31, 2014, there are 3,711,650 shares available to be issued, subject to the Company’s current 1998 Stock Incentive Plan, as amended.

Stock Options

The Company issues fixed stock options to certain employees, officers, and directors. Stock options are issued at the current market price on the date of grant with a three-year or four-year vesting period and contractual terms of 7 or 10 years. The Company issues new shares upon the exercise of stock options.

A summary of activity for the Company’s stock options as of and for the three months ended March 31, 2014 is presented below:

					Weighted
			Weighted		Average	Aggregate
			Average		Remaining	Intrinsic
			Exercise		Contractual	Value
	Shares		Price		Term	(In thousands)
Outstanding at beginning of period	406,731		$	26.72
Granted	—		—
Exercised	(13,415	)	21.09
Expired	(130,514	)	38.76
Outstanding at end of period	262,802		$	21.03	0.90 years	$	4,064
Vested or expected to vest at end of period	262,802		$	21.03	0.90 years	$	4,064
Exercisable at end of period	262,802		$	21.03	0.90 years	$	4,064

All outstanding stock options were vested prior to December 31, 2013.

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions: 1) the expected term (estimated period of time outstanding) of stock options granted is estimated using the historical exercise behavior of employees; 2) the expected volatility is based on historical volatility for a period equal to the stock option’s expected term; 3) the expected dividend yield is based on the Company’s prevailing dividend rate at the time of grant; and 4) the risk-free rate is based on the U.S. Treasury strips in effect at the time of grant equal to the stock option’s expected term. The Company did not issue any stock options during the three months ended March 31, 2014 and 2013.

During the three months ended March 31, 2014 and 2013, information related to stock options is presented as follows:

	Three Months Ended
	March 31,
	2014		2013
Weighted average grant date fair value of stock options granted during the period (1)	N/A		N/A
Total intrinsic value of options exercised (in thousands)	$	194	$	127
Total fair value of options vested (in thousands) (2)	N/A		$	363

(1) The Company did not issue any stock options during the three months ended March 31, 2014 and 2013.

(2) Stock options were fully vested during the first quarter of 2013.

As of March 31, 2013, all stock options are fully vested and all compensation cost related to stock options have been recognized.

Restricted Stock Awards

In addition to stock options, the Company also grants restricted stock awards to directors, officers and employees. The restricted stock awards fully vest after one to five years of continued employment from the date of grant; some of the awards are also subject to achievement of certain established financial goals. The Company becomes entitled to an income tax deduction in an amount equal to the taxable income reported by the holders of the restricted stock when the restrictions are released and the shares are issued. Restricted stock awards are forfeited if officers and employees terminate prior to the lapsing of restrictions or if established financial goals are not achieved. The Company records forfeitures of issued restricted stock as treasury share repurchases.

A summary of the activity for the Company’s time-based and performance-based restricted stock awards as of March 31, 2014, including changes during the three months then ended, is presented below:

	March 31, 2014
	Restricted Stock Awards
	Time-Based				Performance-Based
			Weighted				Weighted
			Average				Average
	Shares		Price		Shares		Price
Outstanding at beginning of period	438,508		$	17.79	956,707		$	23.74
Granted	6,655		29.30		603,697		36.85
Vested	(136,381	)	9.80		(340,781	)	23.52
Forfeited	(10,488	)	19.75		(18,332	)	23.95
Outstanding at end of period	298,294		$	21.63	1,201,291		$	30.38

Restricted stock awards are valued at the closing price of the Company’s stock on the date of award. The weighted average fair values of time-based restricted stock awards granted during the period ended March 31, 2014 and 2013 were $29.30 and $22.31, respectively. The weighted average fair values of performance-based restricted stock awards granted during the three months ended March 31, 2014 and 2013 were $36.85 and $25.25, respectively. The total fair value of time-based restricted stock awards vested for the three months ended March 31, 2014 and 2013 was $4.7 million and $16.3 million, respectively. The total fair value of performance-based restricted stock awards vested during the three months ended March 31, 2014 and 2013 was $12.6 million and $4.3 million, respectively.

As of March 31, 2014, total unrecognized compensation cost related to time-based and performance-based restricted stock awards amounted to $3.1 million and $32.1 million, respectively. This cost is expected to be recognized over a weighted average period of 2.7 years and 2.5 years, respectively.