Note 10 – Stock-Based Compensation and Other Employee Benefit Plans

The Company has stock-based compensation plans, under which stock options, restricted stock awards and restricted stock units are reserved for issuance. Under all stock-based compensation plans in effect as of June 30, 2015, there were approximately 5,400,000 shares available for future grant.

Restricted Shares

MasTec grants restricted stock awards and restricted stock units (together “restricted shares”), which are valued based on the closing share price of MasTec common stock on the date of grant. During the restriction period, holders of restricted stock awards are entitled to vote the shares. Total unearned compensation related to restricted shares as of June 30, 2015 was approximately $19.4 million, which is expected to be recognized over a weighted average period of approximately 2 years. The intrinsic value, or fair value, of restricted shares that vested, which is based on the market price on the date of vesting, totaled $0.9 million and $0.2 million for the three month periods ended June 30, 2015 and 2014, respectively, and totaled $3.5 million and $6.0 million for the six month periods ended June 30, 2015 and 2014, respectively.



Activity, restricted shares:	Restricted Shares		Per Share Weighted Average Grant Date Fair Value
Non-vested restricted shares, as of December 31, 2014	1,414,645		$	25.32
Granted	62,568		18.94
Vested	(188,113	)	18.27
Canceled/forfeited	(16,074	)	30.87
Non-vested restricted shares, as of June 30, 2015	1,273,026		$	25.97

Stock Options

The Company has granted options to purchase its common stock to employees and members of the Board of Directors and affiliates under various stock option plans at not less than the fair market value of the underlying stock on the date of grant. All outstanding stock options are fully vested.



Activity, stock options:	Stock Options		Per Share Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)	Aggregate Intrinsic Value ^(a) (in millions)
Options outstanding and exercisable as of December 31, 2014	284,671		$	12.06	1.29	$	3.0
Exercised	(64,471	)	8.45
Options outstanding and exercisable as of June 30, 2015	220,200		$	13.12	1.04	$	1.5


(a)	Amount represents the difference between the exercise price and the closing share price of the Company’s stock on the last trading day of the corresponding period, multiplied by the number of in-the-money options.

The total intrinsic value of options exercised, which is based on the difference between the exercise price and the closing share price of the Company’s stock on the date of exercise, totaled $0.2 million for both three month periods ended June 30, 2015 and 2014 and totaled $0.7 million and $6.5 million for the six month periods ended June 30, 2015 and 2014, respectively. There were no proceeds from options exercised during the three month period ended June 30, 2015. During the three month period ended June 30, 2014, proceeds from options exercised totaled $0.1 million, and totaled $0.3 million and $0.8 million for the six month periods ended June 30, 2015 and 2014, respectively.

Employee Stock Purchase Plans

The Company has certain employee stock purchase plans (collectively “ESPPs”) under which shares of the Company's common stock are available for purchase by eligible employees. The following table provides details pertaining to the Company’s ESPPs for the periods indicated:



	For the Six Months Ended June 30,
	2015		2014
Cash proceeds (in millions)	$	0.9	$	1.7
Common shares issued	57,258		62,102
Weighted average price per share	$	16.41	$	26.90
Weighted average per share grant date fair value	$	4.43	$	6.39

For the three month period ended June 30, 2015, contributions to the ESPPs were temporarily suspended due to the delay in filing of the 2014 Form 10-K. Contributions are expected to resume in the third quarter of 2015.

Non-Cash Stock-Based Compensation Expense

Details of non-cash stock-based compensation expense and related tax benefits for the periods indicated were as follows (in millions):



	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2015		2014		2015		2014
Non-cash stock-based compensation expense	$	2.7	$	4.2	$	6.3	$	7.5
Income Tax Effects:
Income tax benefit from non-cash stock-based compensation	$	1.3	$	1.8	$	2.5	$	6.6
Excess tax benefit from non-cash stock-based compensation ^(a)	$	0.1	$	0.1	$	0.1	$	3.4


(a)	Excess tax benefits, which represent cash flows from tax deductions in excess of the tax effect of compensation expense associated with exercised stock options and vested restricted shares, are classified as financing cash flows in the Company’s condensed unaudited consolidated statements of cash flows.