Stock-Based Compensation

12 Months Ended

Dec. 31, 2012

Share-based Compensation [Abstract]

Stock-based compensation

Stock-Based Compensation

The Company has several stock-based compensation plans under which it is currently authorized to grant restricted stock and stock. As of December 31, 2012, there are 6.2 million remaining shares available to grant under these plans. The Company generally issues new shares of common stock to satisfy restricted stock, stock and performance share awards.

Total stock-based compensation expense was $4.0 million, net of income taxes of $2.5 million in 2012; $3.5 million, net of income taxes of $2.2 million in 2011; and $3.4 million, net of income taxes of $2.1 million in 2010.

As of December 31, 2012, total remaining unrecognized compensation expense related to stock-based compensation was approximately $5.6 million (before income taxes) which will be amortized over a weighted average period of 1.5 years.

Stock options

The Company had granted stock options to directors, key employees and employees. The Company has not granted stock options since 2003. Options granted to key employees automatically vested after nine years, but the plan provided for accelerated vesting based on the attainment of certain performance goals or upon a change in control of the Company, and expired ten years after the date of grant. Options granted to employees vested three years after the date of grant and expired ten years after the date of grant. Options granted to directors vested at the date of grant and expired ten years after the date of grant.

The fair value of each option outstanding was estimated on the date of grant using the Black-Scholes option-pricing model.

A summary of the status of the stock option plans at December 31, 2012, and changes during the year then ended was as follows:

	Number of Shares		Weighted Average Exercise Price
Balance at beginning of year	6,750		$	13.03
Exercised	(6,750	)	13.03
Balance at end of year	—		—

The Company received cash of $88,000, $5.7 million and $5.0 million from the exercise of stock options for the years ended December 31, 2012, 2011 and 2010, respectively. The aggregate intrinsic value of options exercised during the years ended December 31, 2012, 2011 and 2010, was $60,000, $3.3 million and $2.6 million, respectively.

Stock awards

Nonemployee directors may receive shares of common stock instead of cash in payment for directors' fees under the nonemployee director stock compensation plan. There were 53,888 shares with a fair value of $1.1 million, 55,141 shares with a fair value of $1.1 million and 43,128 shares with a fair value of $849,000 issued under this plan during the years ended December 31, 2012, 2011 and 2010, respectively.

A key employee of the Company received an award of 43,103 shares of common stock under a long-term incentive plan with a fair value of $930,000 during the year ended December 31, 2012.

Performance share awards

Since 2003, key employees of the Company have been awarded performance share awards each year. Entitlement to performance shares is based on the Company's total shareholder return over designated performance periods as measured against a selected peer group.

Target grants of performance shares outstanding at December 31, 2012, were as follows:

Grant Date	Performance Period	Target Grant of Shares
March 2010	2010-2012	213,432
February 2011	2011-2013	261,029
February 2012	2012-2014	311,675

Participants may earn from zero to 200 percent of the target grant of shares based on the Company's total shareholder return relative to that of the selected peer group. Compensation expense is based on the grant-date fair value as determined by Monte Carlo simulation. The blended volatility term structure ranges are comprised of 50 percent historical volatility and 50 percent implied volatility. Risk-free interest rates were based on U.S. Treasury security rates in effect as of the grant date. Assumptions used for grants of performance shares issued in 2012, 2011 and 2010 were:

				2012						2011						2010
Grant-date fair value					$17.18						$19.99						$17.40
Blended volatility range	24.29	%	-	25.81		%	23.20	%	-	32.18		%	25.69	%	-	35.36		%
Risk-free interest rate range	.10	%	-	.35		%	.09	%	-	1.34		%	.13	%	-	1.45		%
Discounted dividends per share					$1.19						$1.23						$1.04

There were no performance shares that vested in 2012 or 2011. The fair value of performance share awards that vested during the year ended December 31, 2010, was $3.5 million.

A summary of the status of the performance share awards for the year ended December 31, 2012, was as follows:

	Number of Shares		Weighted Average Grant-Date Fair Value
Nonvested at beginning of period	762,154		$	19.35
Granted	320,692		17.18
Vested	—		—
Forfeited	(296,710	)	20.13
Nonvested at end of period	786,136		$	18.17