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Share-Based Payment
12 Months Ended
Dec. 31, 2015
SHARE-BASED PAYMENT  
Share-Based Payment

NOTE 12—SHARE-BASED PAYMENT

 

During 2015, the Company registered 3 million shares under the 2015 Equity Incentive Plan, which constitutes an amendment to and restatement of the 2010 Equity Incentive Plan. As a result of the registration, there are 8.5 million shares of stock authorized for issuance under the 2015 Equity Incentive Plan to directors, officers, and employees.

 

During 2015,  2014, and 2013, the Company granted stock options to executive officers under the 2015 Equity Incentive Plan, as amended, with an exercise price equal to the closing price of the Company’s common stock on the date of grant. The stock options have a 10-year exercise period and vest ratably over periods of three years dependent solely on continued employment. In addition, the Company granted restricted shares, under the 2015 Equity Incentive Plan, to officers, employees, and non-employee directors, without cost to the grantee. The restricted share awards granted to officers and employees typically vest ratably over three years dependent on continued employment, performance conditions, or some combination thereof. Restricted share awards to non-employee directors fully vest one year from the date of grant.

 

During 2015, 2014, and 2013, the Company also granted zero,  0.4 million, and 0.3 million RSUs, respectively, to the officers and certain other employees in connection with PSPs. The Company granted the RSUs at the maximum performance thresholds. The RSUs cliff vest after three years based on continued employment and the Company’s achievement of specified performance targets. If either of the conditions is not met, the RSUs are forfeited. As of December 31, 2015, all of the RSUs are unvested and outstanding. However, the RSUs related to the 2013 PSP totaling 0.3 million were forfeited during the first quarter of 2016 as the Company did not meet the performance targets associated with this PSP.

 

At December 31, 2015, an additional 3.6 million shares remain available for grant under the 2015 Equity Incentive Plan.

 

The following table provides additional information regarding the Company’s share-based payment plan for the year ended December 31, 2015:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

Weighted-

 

 

 

 

 

Weighted-

 

Average

 

 

 

 

Average

 

 

 

 

 

Average

 

Remaining

 

Aggregate

 

Grant-date

 

 

 

Options/

 

Exercise

 

Contract Life

 

Intrinsic

 

Fair

 

(In thousands, except share and per share amounts)

    

Shares

    

Price

    

(Years)

    

Value

    

Value

 

Restricted Shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonvested at beginning of period

 

866,378

 

 

 

 

 

 

 

 

 

$

16.31

 

Granted

 

945,826

 

 

 

 

 

 

 

 

 

 

21.03

 

Vested

 

(474,077)

 

 

 

 

 

 

 

 

 

 

15.49

 

Forfeited

 

(25,353)

 

 

 

 

 

 

 

 

 

 

17.31

 

Nonvested at end of period

 

1,312,774

 

 

 

 

 

 

 

 

 

 

19.99

 

Stock Options

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at beginning of period

 

1,067,995

 

$

15.70

 

 

 

 

 

 

 

 

 

Granted

 

253,178

 

 

16.72

 

 

 

 

 

 

 

 

 

Exercised

 

(204,821)

 

 

26.62

 

 

 

 

 

 

 

 

 

Forfeited

 

(10,000)

 

 

13.05

 

 

 

 

 

 

 

 

 

Expired

 

 —

 

 

 —

 

 

 

 

 

 

 

 

 

Outstanding at end of period

 

1,106,352

 

$

16.30

 

7.6

 

$

13,844

 

 

 

 

Exercisable at end of period

 

532,362

 

$

15.44

 

6.7

 

$

7,120

 

 

 

 

 

The fair value of stock option awards granted during 2015, 2014, and 2013 were estimated on the grant date using the Black-Scholes option pricing model, based on the following inputs:

 

 

 

 

 

 

 

 

 

 

 

 

    

2015

    

2014

    

2013

  

Estimated option life

 

 

6.00 years

 

 

6.00 years

 

 

6.00 years

 

Risk free interest rate

 

 

1.68

%

 

1.86

%

 

1.01

%

Expected volatility

 

 

33.48

%

 

35.35

%

 

33.58

%

Expected dividend rate

 

 

0.00

%

 

0.00

%

 

0.00

%

Weighted average grant date fair value per share of options granted

 

$

5.90

 

$

6.35

 

$

6.13

 

 

The fair value of restricted share awards granted during the periods presented was estimated using the closing price on the date of grant. The weighted average grant date fair values of restricted shares granted in 2014 and 2013 were $16.60 per share and $18.40 per share, respectively.

 

The fair values of the restricted shares that vested during the years ended December 31, 2015, 2014, and 2013 were $9.6 million, $6.2 million, and $9.1 million, respectively. The total intrinsic value of the stock options exercised during the years ended December 31, 2015, 2014, and 2013 was $2.6 million, less than $0.1 million, and $0.3 million, respectively.

 

For the years ended December 31, 2015, 2014, and 2013, share based payment expense was $14.1 million, $10.0 million, and $9.2 million, respectively. For the year ended December 31, 2015, the excess tax benefit recognized on the vesting events was $1.4 million. For the year ended December 31, 2014, the excess tax expense recognized on the vesting events was less than $0.1 million. For the year ended December 31, 2013, the excess tax benefit recognized on the vesting events was $1.3 million. As of December 31, 2015, the total unrecognized compensation cost for outstanding restricted shares and options was $19.1 million. As of December 31, 2015, the weighted-average period over which the unrecognized compensation cost will be recognized is 3.3 years.