Stock Compensation

TCF maintains four stock compensation plans: (i) The TCF Financial 2015 Omnibus Incentive Plan (the "Omnibus Incentive Plan"), (ii) the TCF Financial Incentive Stock Program (the "Incentive Stock Program"), (iii) the Senior Officer, Winthrop and Directors Deferred Compensation Plans and (iv) the TCF Employees Deferred Stock Compensation Plan.

Omnibus Incentive Plan and Incentive Stock Program The Omnibus Incentive Plan and the Incentive Stock Program were adopted to enable TCF to attract and retain key personnel. In April 2015, TCF stockholders approved the Omnibus Incentive Plan, which replaced the Incentive Stock Program. At December 31, 2018, there were 4,796,822 shares reserved for issuance under the Omnibus Incentive Plan.

At December 31, 2018, there were 264,373 shares of performance-based restricted stock awards outstanding that will vest only if certain performance goals and service conditions are achieved. Failure to achieve the performance goals and service conditions will result in all or a portion of the shares being forfeited. Service-based restricted stock awards under either the Omnibus Incentive Plan or the Incentive Stock Program vest over periods from one to five years.

Information about restricted stock awards was as follows:



	At or For the Year Ended December 31,
(Dollars in thousands)	2018		2017		2016
Unrecognized stock compensation expense	$	18,052	$	17,944	$	24,925
Weighted-average amortization (years)	1.6		1.6		1.6

At December 31, 2018, there were 406,575 performance-based restricted stock units granted and outstanding under the Omnibus Incentive Plan that will vest only if certain performance goals are achieved. The performance-based restricted stock units are subject to TCF’s relative total stockholder return for a three-year measurement period, based on award date, as measured against TCF's peer group, which includes publicly-traded banks and thrift institutions with assets between $10 billion and $50 billion as selected by TCF's Compensation Committee. The number of restricted stock units granted was at target and the actual restricted stock units that will vest will depend on actual performance with a maximum total payout of 150% of target. Failure to achieve the performance goals will result in all or a portion of the restricted stock units being forfeited. The remaining weighted-average performance period of the restricted stock units was 1.6 years at December 31, 2018.

Compensation expense for restricted stock awards and restricted stock units was as follows:



	Year Ended December 31,
(In thousands)	2018		2017		2016
Compensation expense	$	16,549	$	12,687	$	8,715
Tax benefit recognized for stock compensation expense	3,871		5,661		3,103

TCF's restricted stock award and stock option transactions under the Omnibus Incentive Plan and the Incentive Stock Program were as follows:



	Restricted Stock Awards				Stock Options
	Shares		Weighted-average Grant Date Fair Value		Shares		Weighted- average Remaining Contractual Life in Years	Weighted- average Exercise Price
Outstanding at December 31, 2015	3,273,086		$	13.09	1,379,000		2.17	$	14.07
Granted	899,000		12.13		—		—	—
Exercised	—		—		(857,000	)	—	13.04
Forfeited/canceled	(230,486	)	13.59		(118,000	)	—	15.75
Vested	(405,425	)	13.10		—		—	—
Outstanding at December 31, 2016	3,536,175		12.81		404,000		1.06	15.75
Granted	583,388		16.47		—		—	—
Exercised	—		—		(38,000	)	—	15.75
Forfeited/canceled	(577,020	)	11.38		—		—	—
Vested	(902,880	)	13.65		—		—	—
Outstanding at December 31, 2017	2,639,663		13.65		366,000		0.06	15.75
Granted	763,446		21.65		—		—	—
Exercised	—		—		(366,000	)	—	15.75
Forfeited/canceled	(234,974	)	15.12		—		—	—
Vested	(878,689	)	12.24		—		—	—
Outstanding at December 31, 2018	2,289,446		16.70		—		—	—

In 2008, TCF granted stock options under the Incentive Stock Program and during 2018, all of the outstanding stock options were exercised.

Senior Officer, Winthrop and Directors Deferred Compensation Plans TCF maintains the aforementioned deferred compensation plans, which previously allowed both eligible employees and non-employee directors to defer a portion of certain payments, and, in some cases, grants of restricted stock. In October 2008, TCF terminated the employee plans and only the Directors plan remains active, which allows non-employee directors to defer up to 100% of their director fees and restricted stock awards. The amounts deferred under these plans are invested in TCF common stock or other publicly traded stocks, bonds or mutual funds. At December 31, 2018, the fair value of the assets in these plans was $13.8 million and included $11.1 million invested in TCF common stock, compared with a total fair value of $15.7 million including $12.0 million invested in TCF common stock at December 31, 2017. The plans' assets invested in TCF common stock are held in trust and are included in treasury stock and other. See Note 15. Equity for further information on treasury stock and other.

TCF Employees Deferred Stock Compensation Plan The TCF Employees Deferred Stock Compensation Plan is comprised of restricted stock awards issued to certain executives. The assets of this plan are solely held in TCF common stock with a fair value of $6.3 million and $9.6 million at December 31, 2018 and 2017, respectively. The plan's assets invested in TCF common stock are held in trust and are included in treasury stock and other. See Note 15. Equity for further information on treasury stock and other.

Upon resignation, death, disability or termination of a deferred compensation plan participant or based on other contractual requirements, the plan participant's assets are distributed.