Stock-Based Compensation

We currently issue equity awards under the Amended and Restated CoreLogic, Inc. 2011 Performance Incentive Plan, which was initially approved by our stockholders at our Annual Meeting held on May 19, 2011 with an amendment and restatement approved by our stockholders at our Annual Meeting held on July 29, 2014 (the “Plan”). The Plan includes the ability to grant RSUs, performance-based RSUs ("PBRSU") and stock options. The Plan provides for up to 21,930,000 shares of the Company's common stock to be available for award grants. Prior to the approval of the Plan, we issued share-based awards under the CoreLogic, Inc. 2006 Incentive Plan.

We have primarily utilized RSUs, PBRSUs and stock options as our share-based compensation instruments for employees and directors. The fair value of any share-based compensation instrument grant is based on the market value of our shares on the date of grant and is recognized as compensation expense over its vesting period.

Restricted Stock Units

For the nine months ended September 30, 2015 and 2014, we awarded 943,486 and 774,414 RSUs, respectively, with an estimated grant-date fair value of $33.3 million and $23.7 million, respectively. The majority of the RSU awards will vest ratably over three years.

RSU activity for the nine months ended September 30, 2015 is as follows:



	Number of		Weighted-Average Grant-Date
(in thousands, except weighted-average fair value prices)	Shares		Fair Value
Unvested RSUs outstanding at December 31, 2014	1,380		$	27.17
RSUs granted	943		$	35.34
RSUs vested	(664	)	$	24.86
RSUs forfeited	(78	)	$	31.41
Unvested RSUs outstanding at September 30, 2015	1,581		$	32.80

As of September 30, 2015, there was $32.1 million of total unrecognized compensation cost related to unvested RSUs that is expected to be recognized over a weighted-average period of 1.8 years. The fair value of RSUs is based on the market value of our common stock on the date of grant.

Performance-Based Restricted Stock Units

For the nine months ended September 30, 2015 and 2014, we awarded 222,788 and 367,558 PBRSUs, respectively, with an estimated grant-date fair value of $7.6 million and $11.6 million, respectively. These awards are subject to service-based, performance-based and market-based vesting conditions. For the PBRSUs awarded during the nine months ended September 30, 2015, the performance period is from January 1, 2015 to December 31, 2017 and the performance metric is adjusted earnings per share and market-based conditions. Subject to satisfaction of the performance criteria, the 2015 awards will vest on December 31, 2017.

The performance period for the PBRSUs awarded during the nine months ended September 30, 2014 is from January 1, 2014 to December 31, 2016 and the performance metric is adjusted earnings per share and market-based conditions. Subject to satisfaction of the performance criteria, the majority of the 2014 awards will vest on December 31, 2016.

The fair values of the 2015 and 2014 awards were estimated using Monte-Carlo simulation with the following weighted-average assumptions:



	For the Nine Months Ended September 30,
	2015		2014

Expected dividend yield	—	%	—	%
Risk-free interest rate ⁽¹⁾	0.93	%	0.74	%
Expected volatility ⁽²⁾	24.01	%	27.88	%
Average total stockholder return ⁽²⁾	8.37	%	(0.90	)%


(1)	The risk-free interest rate for the periods within the contractual term of the PBRSUs is based on the U.S. Treasury yield curve in effect at the time of the grant.


(2)	The expected volatility and average total stockholder return is a measure of the amount by which a stock price has fluctuated or is expected to fluctuate based primarily on our and our peers' historical data.

PBRSU activity for the nine months ended September 30, 2015 is as follows:



	Number of		Weighted-Average Grant-Date
(in thousands, except weighted-average fair value prices)	Shares		Fair Value
Unvested PBRSUs outstanding at December 31, 2014	903		$	22.19
PBRSUs granted	223		$	34.01
PBRSUs vested	(415	)	$	16.51
PBRSUs forfeited	(49	)	$	30.83
Unvested PBRSUs outstanding at September 30, 2015	662		$	29.21

As of September 30, 2015, there was $11.2 million of total unrecognized compensation cost related to unvested PBRSUs that is expected to be recognized over a weighted-average period of 2.1 years. The fair value of PBRSUs is based on the market value of our common stock on the date of grant.

Stock Options

In 2014, we issued stock options as incentive compensation for certain employees. The exercise price of each stock option is the closing market price of our common stock on the date of grant. The options vest in three equal annual installments on the first, second and third anniversaries of the grant date and expire ten years after the grant date. The fair values of these stock options were estimated using the Black-Scholes valuation model with the following weighted-average assumptions:



	For the Nine Months Ended
	September 30, 2014
Expected dividend yield	—	%
Risk-free interest rate ⁽¹⁾	1.74	%
Expected volatility ⁽²⁾	37.92	%
Expected life ⁽³⁾	5.5


(1)	The risk-free interest rate for the periods within the contractual term of the options is based on the U.S. Treasury yield curve in effect at the time of the grant.


(2)	The expected volatility is a measure of the amount by which a stock price has fluctuated or is expected to fluctuate based primarily on our and our peers' historical data.


(3)	The expected life is the period of time, on average, that participants are expected to hold their options before exercise based primarily on our historical data.

For the nine months ended September 30, 2014, we awarded 290,737 options, with an estimated fair value of $9.1 million. There were no options awarded for the nine months ended September 30, 2015. Option activity for the nine months ended September 30, 2015 is as follows:



(in thousands, except weighted-average price)	Number of Shares		Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term	Aggregate Intrinsic Value
Options outstanding at December 31, 2014	2,562		$	22.32
Options exercised	(676	)	$	24.56
Options canceled	(28	)	$	29.27
Options outstanding at September 30, 2015	1,858		$	21.40	5.3	$	29,409
Options vested and expected to vest at September 30, 2015	1,849		$	21.36	5.3	$	29,348
Options exercisable at September 30, 2015	1,604		$	20.14	4.9	$	27,419

As of September 30, 2015, there was $1.7 million of total unrecognized compensation cost related to unvested stock options that is expected to be recognized over a weighted-average period of 1.2 years.

The intrinsic value of options exercised was $8.8 million and $1.7 million for the nine months ended September 30, 2015 and 2014, respectively. This intrinsic value represents the difference between the fair market value of our common stock on the date of exercise and the exercise price of each option.

Employee Stock Purchase Plan

The employee stock purchase plan allows eligible employees to purchase our common stock at 85.0% of the lesser of the closing price on the first day or the last day of each quarter. Our employee stock purchase plan was approved by our stockholders at our 2012 annual meeting of stockholders and the first offering period commenced in October 2012. We recognized an expense for the amount equal to the estimated fair value of the discount during each offering period.

The following table sets forth the stock-based compensation expense recognized for the three and nine months ended September 30, 2015 and 2014.



	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
(in thousands)	2015		2014		2015		2014
RSUs	$	5,699	$	4,316	$	18,532	$	14,746
PBRSUs	1,433		1,227		5,485		3,973
Stock options	443		778		1,480		2,999
Employee stock purchase plan	305		151		922		563
	$	7,880	$	6,472	$	26,419	$	22,281

The above includes $1.3 million and $0.4 million of stock-based compensation expense within cost of services in the accompanying condensed consolidated statements of operations for the three months ended September 30, 2015 and 2014, respectively, and $2.7 million and $1.4 million for the nine months ended September 30, 2015 and 2014, respectively. It also includes $0.1 million and $0.2 million for the three and nine months ended September 30, 2014, respectively, of stock-based compensation expense reported within loss from discontinued operations in the accompanying condensed consolidated statements of operations.