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, and a subsequent technical amendment by the Board in December 2016 (the “Plan”). The Plan includes the ability to grant RSUs, performance-based restricted stock units ("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 primarily utilize RSUs and PBRSUs 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, 2017 and 2016, we awarded 671,568 and 967,826 RSUs, respectively, with an estimated grant-date fair value of $26.9 million and $33.7 million, respectively. The RSU awards will vest ratably over three years from their grant date.

RSU activity for the nine months ended September 30, 2017 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, 2016	1,555		$	34.14
RSUs granted	672		$	39.99
RSUs vested	(858	)	$	34.29
RSUs forfeited	(61	)	$	35.87
Unvested RSUs outstanding at September 30, 2017	1,308		$	37.22

As of September 30, 2017, there was $31.8 million of total unrecognized compensation cost related to unvested RSUs that is expected to be recognized over a weighted-average period of 2.0 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, 2017 and 2016, we awarded 288,331 and 285,475 PBRSUs, respectively, with an estimated grant-date fair value of $11.5 million and $10.1 million, respectively. These awards are subject to service-based, performance-based and market-based vesting conditions. For PBRSUs awarded during the nine months ended September 30, 2017, the performance period is from January 1, 2017 to December 31, 2019 and the performance metrics are adjusted earnings per share and market-based conditions. Subject to satisfaction of the performance criteria, the 2017 awards will vest on December 31, 2019.

The performance period for the PBRSUs awarded during the nine months ended September 30, 2016 is from January 1, 2016 to December 31, 2018 and the performance metrics are 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 fair values of the 2017 and 2016 awards were estimated using Monte-Carlo simulation with the following weighted-average assumptions:



	For the Nine Months Ended September 30,
	2017		2016

Expected dividend yield	—	%	—	%
Risk-free interest rate ⁽¹⁾	1.47	%	0.99	%
Expected volatility ⁽²⁾	27.83	%	25.12	%
Average total stockholder return ⁽²⁾	1.46	%	(1.23	)%


(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 are measures 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, 2017 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, 2016	738		$	34.13
PBRSUs granted	288		$	39.79
PBRSUs vested	(227	)	$	31.90
PBRSUs forfeited	(159	)	$	36.48
Unvested PBRSUs outstanding at September 30, 2017	640		$	36.91

As of September 30, 2017, there was $10.3 million of total unrecognized compensation cost related to unvested PBRSUs that is expected to be recognized over a weighted-average period of 1.8 years. The fair value of PBRSUs is based on the market value of our common stock on the date of grant.

Stock Options

Prior to 2015, we issued stock options as incentive compensation for certain employees. Option activity for the nine months ended September 30, 2017 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, 2016	1,504		$	21.22
Options exercised	(215	)	$	24.69
Options vested, exercisable, and outstanding at September 30, 2017	1,289		$	20.64	2.4	$	32,985

As of September 30, 2017, there was no unrecognized compensation cost related to unvested stock options.

The intrinsic value of options exercised was $3.3 million and $4.4 million for the nine months ended September 30, 2017 and 2016, 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 nine months ended September 30, 2017 and 2016.



	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
(in thousands)	2017		2016		2017		2016
RSUs	$	6,924	$	6,209	$	23,303	$	19,757
PBRSUs	1,400		3,766		4,877		8,312
Stock options	—		213		144		813
Employee stock purchase plan	294		352		1,234		977
	$	8,618	$	10,540	$	29,558	$	29,859

The above includes $1.7 million and $0.7 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, 2017 and 2016, respectively, and $4.7 million and $3.6 million for the nine months ended September 30, 2017 and 2016, respectively.