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Stockholders' Equity and Equity Compensation
3 Months Ended
Mar. 31, 2016
Equity [Abstract]  
Stockholders' Equity and Equity Compensation
STOCKHOLDERS’ EQUITY AND EQUITY COMPENSATION
Share Repurchase Plan
In November 2015, and in connection with the terms of the amended Credit Facility, the Company’s Board of Directors authorized the repurchase of up to $20.0 million of the Company’s common stock to be made during 2015 and 2016. In March 2016, the Company’s board of directors authorized the open market repurchase of up to an additional $20.0 million of the Company’s common stock during 2016 following expiration of the November 2015 program. The Company began repurchasing shares under this new program in April 2016 immediately following completion of the November 2015 program. In addition to the above, the Company has authorization under the Credit Facility to repurchase up to an additional $20.0 million of the Company’s common stock during 2016. Once a repurchase is complete, the Company promptly retires the shares.
The Company is also authorized to utilize up to $10.0 million in cash to purchase shares of the Company’s common stock in each calendar year in connection with the Company’s equity compensation programs for employees. The participants in the Company’s equity plans may surrender shares of common stock in satisfaction of tax obligations arising from the vesting of restricted stock awards under such plans and in connection with the exercise of stock option awards. The deemed price paid is the closing price of the Company’s common stock on the Nasdaq Global Select Market on the date that the restricted stock vests or the shares of the Company’s common stock are surrendered in exchange for stock option exercises. The option holder may elect a “net, net” exercise in connection with the exercise of employee stock options such that the option holder receives a number of shares equal to (i) the built-in gain in the option shares divided by the market price of the Company’s common stock on the date of exercise, less (ii) a number of shares equal to the taxes due upon the exercise of the option divided by the market price of the Company’s common stock on the date of exercise. The shares of Company common stock surrendered to the Company for taxes due on the exercise of the option are deemed repurchased by the Company.
During the quarter ended March 31, 2016, the Company acquired 858,582 shares of the Company’s common stock for $15.3 million ($17.83 average price per share) through the open market repurchase program discussed above and 52,074 shares of the Company’s common stock for $1.0 million ($19.61 average price per share) in connection with the vesting of restricted stock, restricted stock units and the exercise of stock options. Once repurchased, the Company immediately retired all such shares.
Equity-Based Compensation Plans
At March 31, 2016, the Company had two active equity-based compensation plans under which awards may be made, including stock appreciation rights, restricted shares of common stock, performance awards, stock options and stock units. The Company’s 2013 Employee Equity Incentive Plan (the “2013 Employee Plan”) has 2,895,000 shares of the Company’s common stock reserved for issuance and, at March 31, 2016, 350,022 shares of common stock were available for issuance. The Company’s 2011 Non-Employee Director Equity Incentive Plan (“2011 Director Plan”) has 250,000 shares of the Company’s common stock registered for issuance and, at March 31, 2016, 69,264 shares of common stock were available for issuance.
Stock Awards
Stock awards, which include shares of restricted stock, restricted stock units and restricted performance units, are awarded from time to time to executive officers and certain key employees of the Company. Stock award compensation is recorded based on the award date fair value and charged to expense ratably through the requisite service period. The forfeiture of unvested restricted stock, restricted stock units and restricted performance units causes the reversal of all previous expense recorded as a reduction of current period expense.
A summary of the stock award activity is as follows:
 
Quarter Ended March 31, 2016
 
Stock Awards
 
Weighted
Average
Award Date
Fair Value
Outstanding at January 1, 2016
1,275,707

 
$
19.60

Restricted shares awarded

 

Restricted stock units awarded
274,058

 
18.20

Performance stock units awarded
234,776

 
18.24

Restricted shares distributed
(143,993
)
 
23.65

Restricted stock units distributed
(9,733
)
 
21.58

Performance stock units distributed

 

Restricted shares forfeited
(14,528
)
 
23.40

Restricted stock units forfeited
(45,340
)
 
17.33

Performance stock units forfeited
(41,484
)
 
18.68

Outstanding at March 31, 2016
1,529,463

 
$
18.80


Expense associated with stock awards was $2.3 million and $1.5 million for the quarters ended March 31, 2016 and 2015, respectively. Unrecognized pre-tax expense of $18.8 million related to stock awards is expected to be recognized over the weighted average remaining service period of 2.26 years for awards outstanding at March 31, 2016.
Deferred Stock Unit Awards
Deferred stock units are generally awarded to directors of the Company and represent the Company’s obligation to transfer one share of the Company’s common stock to the grantee at a future date and are generally fully vested on the date of grant. The expense related to the issuance of deferred stock units is recorded as of the date of the award.
A summary of deferred stock unit activity is as follows:
 
Quarter Ended March 31, 2016

Deferred
Stock
Units

Weighted
Average
Award Date
Fair Value
Outstanding at January 1, 2016
247,219

 
$
19.92

Awarded
1,062

 
19.07

Distributed

 

Outstanding at March 31, 2016
248,281

 
$
19.91


Expense associated with awards of deferred stock units was immaterial for the quarters ended March 31, 2016 and 2015, respectively.
Stock Options
Stock options on the Company’s common stock are awarded from time to time to executive officers and certain key employees of the Company. Stock options granted generally have a term of seven to ten years and an exercise price equal to the market value of the underlying common stock on the date of grant.
A summary of stock option activity is as follows:
 
Quarter Ended March 31, 2016

Shares

Weighted
Average
Exercise
Price
Outstanding at January 1, 2016
288,383

 
$
21.78

Granted

 

Exercised
(18,193
)
 
16.80

Canceled/Expired

 

Outstanding at March 31, 2016
270,190

 
$
22.06

Exercisable at March 31, 2016
270,190

 
$
22.06


Expense associated with stock option grants was $0.0 million and $0.1 million in the quarters ended March 31, 2016 and 2015, respectively. There was no unrecognized pre-tax expense related to stock option grants at March 31, 2016.
Financial data for stock option exercises are summarized as follows (in thousands):

Quarters Ended March 31,

2016
 
2015
Amount collected from stock option exercises
$
306

 
$
1,299

Total intrinsic value of stock option exercises
352

 
273

Tax shortfall of stock option exercises recorded in additional paid-in-capital
18

 
100

Aggregate intrinsic value of outstanding stock options
320

 
543

Aggregate intrinsic value of exercisable stock options
320

 
543


The intrinsic value calculations are based on the Company’s closing stock price of $21.09 and $18.05 on March 31, 2016 and 2015, respectively.
The Company uses a binomial option-pricing model for valuation purposes to reflect the features of stock options granted. Volatility, expected term and dividend yield assumptions are based on the Company’s historical experience. The risk-free rate is based on a U.S. treasury note with a maturity similar to the option grant’s expected term. There were no stock options awarded during 2016 or 2015.