Share-Based Compensation

6 Months Ended

Jun. 30, 2012

Share-Based Compensation [Abstract]

Share-Based Compensation

10. Share-Based Compensation

Our non-employee directors and key employees are awarded share-based awards through our Directors Stock Compensation Plan (“DSCP”) and our Performance Incentive Plan (“PIP”), respectively. We record these share-based awards as compensation costs over the respective service period for which services are received in exchange for an award of equity or equity-based compensation. The compensation cost is based primarily on the fair value of the grant on the date it was awarded.

The table below presents the amounts included in net income related to share-based compensation expense for the awards granted under the DSCP and the PIP for the three and six months ended June 30, 2012 and 2011:

	Three Months Ended						Six Months Ended
For the Periods Ended June 30,	2012			2011			2012			2011
(in thousands)
Directors Stock Compensation Plan	$	111		$	102		$	222		$	185
Performance Incentive Plan		240			274			475			520
Total compensation expense		351			376			697			705
Less: tax benefit		(141	)		(151	)		(280	)		(283	)
Share-Based Compensation amounts included in net income	$	210		$	225		$	417		$	422

Directors Stock Compensation Plan

Shares granted under the DSCP are issued in advance of the directors’ service periods and are fully vested as of the date of the grant. We record a prepaid expense of the shares issued and amortize the expense equally over a service period of one year.

In May 2012, each of our non-employee directors received an annual retainer of 900 shares of common stock under the DSCP. A summary of stock activity under the DSCP during the six months ended June 30, 2012 is presented below.

	Number of		Weighted Average
	Shares		Grant Date Fair Value
Outstanding — December 31, 2011		—		—
Granted		10,800	$	41.06
Vested		10,800	$	41.06
Forfeited		—		—
Outstanding — June 30, 2012		—		—

At June 30, 2012, there was $370,000 of unrecognized compensation expense related to the DSCP awards. This expense is expected to be recognized over the directors’ remaining service period ending April 30, 2013.

Performance Incentive Plan

The table below presents the summary of the stock activity for the PIP for the six months ended June 30, 2012:

			Weighted Average
	Number of Shares		Fair Value
Outstanding — December 31, 2011		87,414	$	34.47
Granted		30,906	$	38.79
Vested		13,837	$	29.84
Forfeited (1)		21,600	$	35.55
Expired		3,038	$	26.29
Outstanding — June 30, 2012		79,845	$	37.44

⁽¹⁾ Includes shares settled with a cash payment pursuant to the terms of a separation agreement with a former named executive officer.

In January 2012, the Board of Directors granted awards under the PIP for 30,906 shares. The shares granted in January 2012 are multi-year awards that will vest at the end of the three-year service period, or December 31, 2014. These awards are earned based upon the successful achievement of long-term goals, growth and financial results, which comprised both market-based and performance-based conditions or targets. The fair value of each performance-based condition or target is equal to the market price of our common stock on the date of the grant. For the market-based conditions, we used the Black-Scholes pricing model to estimate the fair value of each market-based award granted.

Effective February 24, 2012, one of our named executive officers, who was a participant in the PIP, resigned. Pursuant to a separation agreement entered into between the Company and the named executive officer, the executive officer received a cash payment of $181,500 and other benefits in lieu of other performance-based compensation, which he might have been entitled to receive.

At June 30, 2012, the aggregate intrinsic value of the PIP awards was $1.2 million.