Equity Incentive Plan

9 Months Ended

Sep. 30, 2013

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Equity Incentive Plan

Equity Incentive Plan

The Company may issue equity-based awards to officers, employees, non-employee trustees and other eligible persons under the 2011 Plan. The 2011 Plan provides for a maximum of 5,000,000 common shares of beneficial interest to be issued in the form of share options, share appreciation rights, restricted share awards, unrestricted share awards, share units, dividend equivalent rights, long-term incentive units, other equity-based awards and cash bonus awards.

Share Awards

From time to time, the Company may award non-vested restricted shares under the 2011 Plan, as compensation to officers, employees and non-employee trustees. The shares issued to officers and employees vest over a period of time as determined by the Board of Trustees at the date of grant. The Company recognizes compensation expense for non-vested shares on a straight-line basis over the vesting period based upon the fair market value of the shares on the date of issuance, adjusted for forfeitures.

The Company may also award unrestricted shares under the 2011 Plan as compensation to non-employee trustees that would otherwise be paid in cash for their services. The shares issued to trustees are unrestricted and include no vesting conditions. The Company recognizes compensation expense for the unrestricted shares issued in lieu of cash compensation on the date of issuance based upon the fair market value of the shares on that date.

A summary of the non-vested shares as of September 30, 2013 is as follows:

	2013
	Number of Shares		Weighted Average Grant Date Fair Value
Unvested at January 1,	1,013,673		$	17.80
Granted (1)	382,032		21.31
Vested (1)	(338,777	)	18.15
Forfeited	(4,217	)	19.82
Unvested at September 30,	1,052,711		$	18.96

1. Includes 4,202 unrestricted shares issued in lieu of cash compensation to non-employee trustees at a weighted average grant date fair value of $22.89.

For the three and nine months ended September 30, 2013, the Company recognized approximately $2.2 million and $6.3 million, respectively, of share-based compensation expense related to restricted share awards.  For the three and nine months ended September 30, 2012, the Company recognized approximately $1.7 million and $5.0 million, respectively, of share-based compensation expense related to restricted share awards.  As of September 30, 2013, there was $19.0 million of total unrecognized compensation costs related to non-vested share awards and these costs were expected to be primarily recognized over a weighted-average period of 2.43 years. The total fair value of shares vested (calculated as number of shares multiplied by vesting date share price) during the nine months ended September 30, 2013 was approximately $7.6 million.

Performance Units

The Company awarded performance units to certain employees under the 2011 Plan.  The performance units vest over a four-year period, including three years of performance-based vesting (“measurement period”) plus an additional one year of time-based vesting.

As of September 30, 2013, there were 1.0 million unvested performance units outstanding with a weighted average grant date fair value of $15.36 per performance unit.

For the three and nine months ended September 30, 2013, the Company recognized $1.1 million and $3.4 million, respectively, of share-based compensation expense related to performance unit awards.  For both the three and nine months ended September 30, 2012, the Company recognized $0.8 million of share-based compensation expense related to the performance units.  As of September 30, 2013, there was $10.1 million of total unrecognized compensation cost related to the performance units and these costs are expected to be recognized over a weighted-average period of 2.32 years.

As of September 30, 2013, there were 3,078,247 common shares available for future grant under the 2011 Plan.  Any performance units that convert into restricted shares will reduce the number of common shares available for future grant under the 2011 Plan.