NOTE 19. Stock-Based Compensation and Other Plans

Under the Company's 2007 Incentive Compensation Plan ("Incentive Plan") and the 2003 Non-Employee Directors Plan ("2003 Directors Plan"), (referred to herein as the "Plans") employees and non-employees of the Company have been awarded stock options, restricted stock and/or restricted stock units, which expire at various times through 2018. The Company generally issues treasury shares in connection with option exercises, restricted stock awards or the settlement of vested restricted stock units to the extent there are adequate shares in treasury to satisfy such activity.

The Incentive Plan provides for awards in a variety of forms, including, incentive stock options (within the meaning of Section 422 of the Internal Revenue Code), nonqualified stock options, restricted stock and restricted stock units. The Incentive Plan imposes a limit on the number of shares of the Company's common stock that may be subject to awards. On February 6, 2008, the Company's Board of Directors authorized, and on June 5, 2008, the Company's stockholders approved, an additional 533,750 shares for issuance pursuant to the Incentive Plan. On April 16, 2009, in connection with amending and restating the Incentive Plan, the Company's Board of Directors authorized and on June 16, 2009, the Company's stockholders approved an additional 250,000 shares for issuance pursuant to the Incentive Plan. An award relating to shares may be granted if the aggregate number of shares subject to then-outstanding awards, under the Incentive Plan and under the pre-existing plans, plus the number of shares subject to the award being granted do not exceed the sum of (i) 25% of the number of shares of common stock issued and outstanding immediately prior to the grant plus (ii) 783,750 shares.

The 2003 Directors Plan allows awards in the form of stock options and restricted shares. The 2003 Directors Plan imposes a limit on the number of shares of our common stock that may be subject to awards. On April 16, 2009, in connection with amending and restating the 2003 Directors Plan, the Company's Board of Directors authorized and on June 16, 2009, the Company's stockholders approved, increasing the number of shares available for issuance from 5,000 to 100,000 shares.

The following is a recap of all Plans as of December 31, 2013:


Shares authorized for issuance			2,432,706


Share awards used:
Stock options granted and outstanding			296,189
Restricted stock awards granted and unvested			14,834
Restricted stock units granted and unvested			3,471
Restricted stock units granted and vested			25,658


Total share awards used(1)			340,152


Shares available for future awards			2,092,554

(1): Awards exclude vested options for 33,334 shares granted to the Parent's former CEO outside of the Incentive Plan and pursuant to the "employee inducement" award exception of the NASDAQ rules in connection with his hiring in the second quarter of 2011.

The Company recognized stock-based compensation expense related to its various employee and non-employee director stock-based incentive plans during the years ended December 31, as follows:

(In thousands of dollars)	2013			2012		2011

Continuing operations	$	1,112		$	3,151	$	1,968
Discontinued operations		4,480			3,649		13,106


Total	$	5,592	(2)	$	6,800	$	15,074

(2): Includes stock-based compensation for the year ended December 31, 2013 of $4.1 million associated with the vesting of 267,000 shares in connection with the Company's previously disclosed restructurings (Refer to Note 1 herein).

For the years ended December 31, 2013, 2012 and 2011, total stock-based compensation expense was $5.6 million, $6.8 million and $15.1 million, respectively, and the related tax benefit recognized in the Consolidated Statements of Operations was $0.0 million, $0.0 million and $6.4 million, respectively. The actual tax benefit realized for the tax deductions for share-based compensation was $0.0 million, $0.0 million and $8.1 million for the years ended December 31, 2013, 2012 and 2011, respectively.

At December 31, 2013, the total compensation expense related to non-vested awards (which are expected to vest) not yet recognized is $0.3 million, which is expected to be recognized over the remaining weighted average vesting period of 0.9 years.

Options: Options have been granted with exercise prices not less than fair market value of the Company's common stock on the date of grant, as defined in each Plan, vest over a maximum of three years, and expire six years after grant date.

Unvested options are generally forfeited upon termination of employment, with limited exceptions. Option transactions for the three years ended December 31, 2013, 2012 and 2011 were as follows:

			Weighted Average Exercise Price

Balance at December 31, 2010	304,970		$	63.20
Options granted	218,684			35.20
Options exercised	—			—
Options forfeited/expired	(68,288	)		50.20


Balance at December 31, 2011	455,366		$	51.60
Options granted	33,333			17.40
Options exercised	—			—
Options forfeited/expired	(32,993	)		78.80


Balance at December 31, 2012	455,706		$	47.20
Options granted	—			—
Options exercised	—			—
Options forfeited/expired(3)	(126,183	)		35.49


Balance at December 31, 2013	329,523		$	51.67

(3): Options forfeited includes shares underlying stock options of 50,000 and 33,332 granted to the Company's former CEO and former COO, respectively, which were forfeited pursuant to the terms of the respective award agreements and the Retention Plan. Refer to Note 17 "Arbitration—Thomas J. Hughes (former Chief Executive Officer) and John Griff (former Chief Operating Officer)" for additional information.

There were no options exercised for the years ended December 31, 2013, 2012 and 2011. At December 31, 2013, the outstanding options for 329,523 shares (all of which are exercisable) had a remaining average contractual term of 1.4 years and no intrinsic value as they were all significantly out of the money.

The following table summarizes information about stock options outstanding at December 31, 2013:

	Outstanding							Exercisable

Exercise Price Range	Shares			Average Life Remaining (years)		Average Exercise Price		Shares			Average Exercise Price
$17.00 - $20.00		13,691			4.4	$	17.40		13,691		$	17.40
$20.01 - $30.00		16,667			0.4		29.20		16,667			29.20
$30.01 - $40.00		120,091			1.3		37.36		120,091			37.36
$40.01 - $60.00		110,000			1.6		56.99		110,000			56.99
$60.01 - $150.00		69,074			1.0		80.29		69,074			80.29


Total		329,523	(4)		1.4	$	51.67		329,523	(4)	$	51.67

(4): Options outstanding and exercisable above include options for 33,334 shares granted to the Company's former CEO pursuant to the "employee inducement" award exception of the NASDAQ rules in connection with his hiring in the second quarter of 2011.

The Black-Scholes option pricing model is used to determine the fair value of options granted. For year ended December 31 of each respective year, significant assumptions used to estimate the fair value of share based compensation awards include the following:



Expected term(5)	N/A	3.27		3.94
Expected volatility	N/A	73.6	%	87.1	%
Expected dividends	—	—		—
Risk-free interest rate	N/A	0.5	%	1.2	%

(5): The Company utilized the simplified method for calculating the expected term assumption for the years 2012 and 2011, as prescribed by ASC 718, due to insufficient historical stock option exercise experience.

Restricted Stock Awards/Restricted Stock Units: Restricted stock awards and restricted stock units have been valued at the market value of the Company's common stock as of the grant date and expensed over the service period, which is typically 3 years.

Restricted stock awards/restricted stock units for the years ended December 31, 2013, 2012 and 2011 were as follows:

			Weighted Average Grant-Date Fair Value Restricted Stock				Weighted Average Grant Date Fair Value Restricted Stock Units

Balance at December 31, 2010	570,525		$	72.00	309,567		$	64.40
Granted	129,154			38.40	327,393			39.20
Vested	(341,232	)		60.40	(159,768	)		57.40
Forfeited	(52,760	)		55.00	(77,662	)		50.60


Balance at December 31, 2011	305,687		$	73.60	399,530		$	49.40
Granted	408,728			27.80	80,000			17.20
Vested	(140,399	)		52.40	(145,290	)		58.00
Forfeited	(236,429	)		64.40	(136,278	)		40.20


Balance at December 31, 2012	337,587		$	33.40	197,962		$	36.20
Granted	11,955			14.03	75,531			13.80
Vested	(212,047	)		33.17	(236,945	)		28.71
Forfeited	(122,661)	(6)		32.09	(33,077)	(6)		37.91


Balance at December 31, 2013	14,834		$	32.00	3,471		$	42.00

(6): Awards forfeited includes unvested restricted stock units of 16,667 granted to the Company's former CEO and unvested shares of restricted stock of 20,833 granted to the Company's former COO which were forfeited pursuant to the terms of the respective award agreements and the Retention Plan. Refer to Note 17 "Arbitration—Thomas J. Hughes (former Chief Executive Officer) and John Griff (former Chief Operating Officer)" for additional information.

The total fair value of awards vested, based on the market value of the stock on the vest date, during the years ended December 31, 2013, 2012, and 2011 was $6.6 million, $7.6 million and $21.2 million, respectively.

Other Compensation Arrangements

At December 31, 2013 and December 31, 2012, there was approximately $0.4 million and $0.4 million, respectively, of accrued compensation within the Consolidated Statements of Financial Condition related to deferred compensation plans provided by the Company, which will be paid out between 2014 and 2016. As of February 28, 2007, the Company no longer permits new amounts to be deferred under these plans.