Share-Based Compensation

We currently issue equity awards under the Amended and Restated CoreLogic, Inc. 2011 Performance Incentive Plan, as amended, 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, and a subsequent technical amendment by the Board in December 2016 ( the "Plan"). The Plan includes the ability to grant RSUs, PBRSUs and stock options. Prior to the approval of the Plan, we issued share-based awards under the CoreLogic, Inc. 2006 Incentive Plan. The Plan provides for up to 21,909,000 shares of the Company's common stock to be available for award grants.

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 years ended December 31, 2016, 2015 and 2014, we awarded 967,826, 965,978 and 807,890 RSUs, respectively, with an estimated fair value of $33.7 million, $34.1 million and $24.7 million, respectively. The RSU awards will vest ratably over 3 years. RSU activity for the year ended December 31, 2016 is as follows:



(in thousands, except weighted average fair value prices)	Number of Shares		Weighted Average Grant-Date Fair Value
Unvested RSUs outstanding at December 31, 2015	1,537		$	32.92
RSUs granted	968		$	34.78
RSUs vested	(835	)	$	32.60
RSUs forfeited	(115	)	$	34.38
Unvested RSUs outstanding at December 31, 2016	1,555		$	34.14

As of December 31, 2016, there was $30.1 million of total unrecognized compensation cost related to unvested RSUs that is expected to be recognized over a weighted-average period of 1.9 years. The fair value of RSUs is based on the market value of the Company’s shares on the date of grant.

Performance-Based Restricted Stock Units

For the years ended December 31, 2016, 2015 and 2014, we awarded 285,475, 231,624 and 367,558 PBRSUs, respectively, with an estimated fair value of $10.1 million, $7.9 million and $11.6 million, respectively. These awards could be subject to service-based, performance-based and market-based vesting. The performance period for the PBRSUs awarded during 2016 is from January 1, 2016 to December 31, 2018 and the performance metric is adjusted earnings per share and market-based conditions. Subject to satisfaction of the performance criteria, the 2016 awards will vest on December 31, 2018.

The performance period for the PBRSUs awarded during 2015 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 2014 was from January 1, 2014 to December 31, 2016 and the performance metric was adjusted earnings per share and market based conditions. Based on achievement of the performance criteria, the 2014 awards were earned at 124%.

The fair values of the 2016, 2015, and 2014 awards were estimated using Monte-Carlo simulation with the following weighted-average assumptions:



	2016		2015		2014

Expected dividend yield	—	%	—	%	—	%
Risk-free interest rate ⁽¹⁾	0.99	%	0.93	%	0.74	%
Expected volatility ⁽²⁾	25.12	%	24.01	%	27.88	%
Average total shareholder return ⁽²⁾	(1.23	)%	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 shareholder 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 year ended December 31, 2016 is as follows:



(in thousands, except weighted average fair value prices)	Number of Shares		Weighted Average Grant-Date Fair Value
Unvested PBRSUs outstanding at December 31, 2015	659		$	29.15
PBRSUs granted	285		$	35.39
PBRSUs vested	(94	)	$	26.49
PBRSUs forfeited	(112	)	$	22.37
Unvested PBRSUs outstanding at December 31, 2016	738		$	34.13

As of December 31, 2016, there was $14.1 million of total unrecognized compensation cost related to unvested PBRSUs that is expected to be recognized over a weighted-average period of 1.6 years. The fair value of PBRSUs is based on the market value of the Company’s shares on the date of grant.

Stock Options

In 2014 , we issued stock options as incentive compensation for certain key employees. The exercise price of each stock option is the closing market price of our common stock on the date of grant. The 2014 options vest in 3 equal annual installments on the first, second and third anniversaries of grant and expire 10 years after the grant date. The fair values of these stock options were estimated using a Black-Scholes model with the following weighted-average assumptions:



	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 in years, on average, that participants are expected to hold their options before exercise based primarily on our historical data.

For the year ended December 31, 2014, we awarded 290,737 options, with an estimated fair value of $9.1 million. We did not issue any options for the December 31, 2015 and December 31, 2016 periods. Option activity for the year ended December 31, 2016 is as follows:



(in thousands, except weighted average prices)	Number of Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
Options outstanding at December 31, 2015	1,826		$	21.33
Options granted	—		$	—
Options exercised	(321	)	$	21.83
Options canceled	(1	)	$	30.52
Options outstanding at December 31, 2016	1,504		$	21.22	4.6	$	23,481
Options vested and expected to vest at December 31, 2016	1,503		$	21.22	4.6	$	23,478
Options exercisable at December 31, 2016	1,437		$	20.73	4.4	$	23,148

As of December 31, 2016, there was $0.1 million of total unrecognized compensation cost related to unvested stock options that is expected to be recognized over a weighted-average period of 0.3 years.

The intrinsic value of options exercised was $4.5 million, $9.0 million and $3.5 million for the years ended December 31, 2016, 2015 and 2014, respectively. This intrinsic value represents the difference between the fair market value of the Company’s 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 the last offering period.

The following table sets forth the share-based compensation expense recognized for the years ended December 31, 2016, 2015 and 2014:



(in thousands)	2016		2015		2014
Restricted stock units	$	25,839	$	24,591	$	19,078
Performance-based restricted stock units	11,702		8,080		1,750
Stock options	1,017		1,923		3,730
Employee stock purchase plan	1,291		1,192		1,030
	$	39,849	$	35,786	$	25,588

The above share-based compensation expense has $4.5 million, $4.0 million and $1.7 million included within cost of services for the years ended December 31, 2016, 2015 and 2014, respectively. It also includes $0.2 million of share-based compensation expense for the year ended December 31, 2014 reported within loss from discontinued operations, net of tax.