Stockholders' Equity and Earnings Per Common Share

Earnings Per Common Share

Net income per common share is determined as follows:



	Year Ended December 31
	2013		2012		2011
	(in millions of dollars, except share data)
Numerator
Net Income	$	858.1	$	894.4	$	284.2

Denominator (000s)
Weighted Average Common Shares - Basic	264,725.8		281,355.9		302,399.8
Dilution for Assumed Exercises of Stock Options and Nonvested Stock Awards	1,223.4		400.9		1,171.2
Weighted Average Common Shares - Assuming Dilution	265,949.2		281,756.8		303,571.0

Net Income Per Common Share
Basic	$	3.24	$	3.18	$	0.94
Assuming Dilution	$	3.23	$	3.17	$	0.94

We use the treasury stock method to account for the effect of outstanding stock options, nonvested restricted stock units, and nonvested performance share units on the computation of diluted earnings per share. Under this method, these potential common shares will each have a dilutive effect, as individually measured, when the average market price of Unum Group common stock during the period exceeds the exercise price of the stock options and the grant price of the nonvested restricted stock units and the nonvested performance share units. The outstanding stock options have exercise prices ranging from $11.37 to $26.29, the nonvested restricted stock units have grant prices ranging from $19.38 to $32.35, and the nonvested performance share units have a grant price of $23.97. See Note 11.

In computing earnings per share assuming dilution, only potential common shares that are dilutive (those that reduce earnings per share) are included. Potential common shares not included in the computation of diluted earnings per share because their impact would be antidilutive, based on then current market prices, approximated 0.1 million, 2.5 million, and 2.1 million shares of common stock for the years ended December 31, 2013, 2012, and 2011, respectively.

Common Stock

Our board of directors has authorized the repurchase of Unum Group's common stock under the following repurchase programs:



	Share Repurchase Program Authorized During
	December 2013		July 2012		February 2011		May 2010
	(in millions of dollars)
Authorized Repurchase Amount	$	750.0	$	750.0	$	1,000.0	$	500.0
Remaining Repurchase Amount at Year End 2013	$	730.0	$	—	$	—	$	—

The December 2013 share repurchase program has an expiration date of June 12, 2015.

Common stock repurchases were classified as follows in our consolidated statements of stockholders' equity:



	Year Ended December 31
	2013			2012			2011
	Shares	Cost		Shares	Cost		Shares	Cost
	(in millions)
Treasury Stock	11.2	$	318.6	23.6	$	500.6	17.7	$	419.9
Retirement of Common Shares	—	—		—	—		7.7	200.0
Total	11.2	$	318.6	23.6	$	500.6	25.4	$	619.9

The cost in the preceding chart includes commissions of $0.2 million, $0.6 million, and $0.3 million for the years ended December 31, 2013, 2012, and 2011, respectively.

In February 2011, we repurchased 7.1 million shares, at a cost of $200.0 million, using an accelerated repurchase agreement with a financial counterparty. As part of this transaction, we simultaneously entered into a forward contract indexed to the price of Unum Group common stock, which subjected the transaction to a future price adjustment. Under the terms of the repurchase agreement, we were to receive, or be required to pay, a price adjustment based on the volume weighted average price of Unum Group common stock during the term of the agreement, less a discount. Any price adjustment payable to us was to be settled in shares of Unum Group common stock. Any price adjustment we would have been required to pay would have been settled in either cash or common stock at our option. The final price adjustment settlement occurred in March 2011, resulting in the delivery to us of 0.6 million additional shares. We retired 7.7 million shares during 2011. All other repurchased shares have been classified as treasury stock.

Preferred Stock

Unum Group has 25,000,000 shares of preferred stock authorized with a par value of $0.10 per share. No preferred stock has been issued to date.