10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 10-Q

[a] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2017

or

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________________ to ____________________

Commission file number:  0-18953

AAON, INC.

(Exact name of registrant as specified in its charter) 

Nevada	87-0448736
(State or other jurisdiction	(IRS Employer
of incorporation or organization)	Identification No.)
2425 South Yukon, Tulsa, Oklahoma 74107
(Address of principal executive offices) (Zip Code)

(918) 583-2266

(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes [ü]                                 No [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes [ü]                                 No [ ]                               Not Applicable [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of "large accelerated filer", "accelerated filer", "small reporting company", and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ü]	Accelerated filer  [ ]
Non-accelerated filer  [ ] (Do not check if a smaller reporting company)	Smaller reporting company [ ]
	Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.[ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [ ]                                  No [ü]

As of April 28, 2017, registrant had outstanding a total of 52,600,331 shares of its $.004 par value Common Stock.

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

AAON, Inc. and Subsidiaries
Consolidated Balance Sheets
(Unaudited)
	March 31, 2017		December 31, 2016
Assets	(in thousands, except share and per share data)
Current assets:
Cash and cash equivalents	$	31,623	$	24,153
Certificates of deposit	3,120		5,512
Investments held to maturity at amortized cost	7,139		14,083
Accounts receivable, net	44,377		43,001
Income tax receivable	3,009		6,239
Note receivable	25		25
Inventories, net	55,988		47,352
Prepaid expenses and other	929		616
Total current assets	146,210		140,981
Property, plant and equipment:
Land	2,233		2,233
Buildings	81,117		78,806
Machinery and equipment	161,024		158,216
Furniture and fixtures	13,315		12,783
Total property, plant and equipment	257,689		252,038
Less:  Accumulated depreciation	139,272		137,146
Property, plant and equipment, net	118,417		114,892
Note receivable	656		657
Total assets	$	265,283	$	256,530
Liabilities and Stockholders' Equity
Current liabilities:
Revolving credit facility	$	—	$	—
Accounts payable	9,936		7,102
Accrued liabilities	31,186		31,940
Total current liabilities	41,122		39,042
Deferred revenue	1,546		1,498
Deferred tax liabilities	10,251		9,531
Donations	569		561
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.001 par value, 5,000,000 shares authorized, no shares issued	—		—
Common stock, $.004 par value, 100,000,000 shares authorized, 52,622,539 and 52,651,448 issued and outstanding at March 31, 2017 and December 31, 2016, respectively	210		211
Additional paid-in capital	—		—
Retained earnings	211,585		205,687
Total stockholders' equity	211,795		205,898
Total liabilities and stockholders' equity	$	265,283	$	256,530

The accompanying notes are an integral part of these consolidated financial statements.

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AAON, Inc. and Subsidiaries
Consolidated Statements of Income
(Unaudited)
	Three Months Ended   March 31,
	2017			2016
	(in thousands, except share and per share data)
Net sales	$	86,078		$	85,422
Cost of sales	61,092			59,691
Gross profit	24,986			25,731
Selling, general and administrative expenses	10,530			8,913
Gain on disposal of assets	(1		)	(8		)
Income from operations	14,457			16,826
Interest income, net	60			74
Other income, net	11			117
Income before taxes	14,528			17,017
Income tax provision	4,311			5,466
Net income	$	10,217		$	11,551
Earnings per share:
Basic	$	0.19		$	0.22
Diluted	$	0.19		$	0.22
Cash dividends declared per common share:	$	—		$	—
Weighted average shares outstanding:
Basic	52,622,539			53,061,058
Diluted	53,190,057			53,593,269

The accompanying notes are an integral part of these consolidated financial statements.

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AAON, Inc. and Subsidiaries
Consolidated Statements of Stockholders' Equity
(Unaudited)
	Common Stock					Paid-in			Retained
	Shares		Amount			Capital			Earnings			Total
	(in thousands)
Balances at December 31, 2016	52,651		$	211		$	—		$	205,687		$	205,898
Net income	—		—			—			10,217			10,217
Stock options exercised and restricted	170		—			898			—			898
stock awards vested
Share-based compensation	—		—			1,645			—			1,645
Stock repurchased and retired	(198	)	(1		)	(2,543		)	(4,319		)	(6,863		)
Balances at March 31, 2017	52,623		$	210		$	—		$	211,585		$	211,795

The accompanying notes are an integral part of these consolidated financial statements.

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AAON, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited)
	Three Months Ended   March 31,
	2017			2016
Operating Activities	(in thousands)
Net income	$	10,217		$	11,551
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	3,638			3,171
Amortization of bond premiums	16			83
Provision for losses on accounts receivable, net of adjustments	184			123
Provision for excess and obsolete inventories	60			137
Share-based compensation	1,645			948
Gain on disposition of assets	(1		)	(8		)
Foreign currency transaction gain	(5		)	(48		)
Interest income on note receivable	(7		)	(7		)
Deferred income taxes	720			(1,030		)
Changes in assets and liabilities:
Accounts receivable	(1,560		)	7,900
Income taxes	3,230			5,989
Inventories	(8,696		)	(4,117		)
Prepaid expenses and other	(313		)	(1,950		)
Accounts payable	1,736			(3,129		)
Deferred revenue	78			110
Accrued liabilities and donations	(776		)	(3,730		)
Net cash provided by operating activities	10,166			15,993
Investing Activities
Capital expenditures	(6,071		)	(7,332		)
Proceeds from sale of property, plant and equipment	7			8
Maturities of certificates of deposits	2,392			1,200
Maturities of investments	6,928			1,700
Proceeds from called investments	—			505
Principal payments from note receivable	13			13
Net cash provided by (used in) investing activities	3,269			(3,906		)
Financing Activities
Stock options exercised	898			709
Repurchase of stock	(6,303		)	(3,276		)
Employee taxes paid by withholding shares	(560		)	(180		)
Net cash used in financing activities	(5,965		)	(2,747		)
Net increase in cash and cash equivalents	7,470			9,340
Cash and cash equivalents, beginning of period	24,153			7,908
Cash and cash equivalents, end of period	$	31,623		$	17,248

The accompanying notes are an integral part of these consolidated financial statements.

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AAON, Inc. and Subsidiaries

Notes to the Consolidated Financial Statements

(Unaudited)

1. General

Basis of Presentation

The accompanying unaudited consolidated financial statements of AAON, Inc., a Nevada corporation, and our operating subsidiaries, all of which are wholly-owned, (collectively, the “Company”) have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the rules and regulations of the Securities and Exchange Commission (“SEC”). These financial statements have not been audited by the Company's independent registered public accounting firm, except that the consolidated balance sheet at December 31, 2016 is derived from audited consolidated financial statements. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The financial statements reflect all adjustments (all of which are of a normal recurring nature) which are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. Interim results are not necessarily indicative of the results that may be expected for a full year. Certain disclosures have been condensed in or omitted from these consolidated financial statements. The accompanying unaudited financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. All intercompany balances and transactions have been eliminated in consolidation.

We are engaged in the engineering, manufacturing, marketing and sale of air conditioning and heating equipment consisting of standard, semi-custom and custom rooftop units, chillers, packaged outdoor mechanical rooms, air handling units, makeup air units, energy recovery units, condensing units, geothermal/water-source heat pumps and coils.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP  requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Because these estimates and assumptions require significant judgment, actual results could differ from those estimates and could have a significant impact on our results of operations, financial position and cash flows. We reevaluate our estimates and assumptions as needed, but at a minimum on a quarterly basis. The most significant estimates include, but are not limited to, the allowance for doubtful accounts, inventory reserves, warranty accrual, worker's compensation accrual, medical insurance accrual, income taxes and share-based compensation. Actual results could differ materially from those estimates.

Accounting Policies

A comprehensive discussion of our critical accounting policies and management estimates is included in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2016.

Recent Accounting Pronouncements

Changes to U.S. GAAP are established by the Financial Accounting Standards Board ("FASB") in the form of Accounting Standards Updates ("ASUs") to the FASB's Accounting Standards Codification.

We consider the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial statements and notes thereto.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. In August 2015, with the issuance of ASU 2015-14, the FASB amended the effective date for us to January 1, 2018.

The following ASUs were issued in 2016 along with ASU 2014-09 with the same effective dates and transition requirements:

• ASU 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net), which provides implementation guidance for Topic 606 on principal versus agent considerations.

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• ASU 2016-10, Identifying Performance Obligations and Licensing, which provides clarification for two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance.

• ASU 2016-12, Revenue from Contracts with Customers, which further amends Topic 606.

• ASU 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers, which further amends Topic 606.

The Company plans to adopt using the retrospective transition method. The Company has begun assessing the impact of ASU 2015-09 and believes the impact will not be material to the consolidated financial statements. We do not expect to complete our evaluation until after our first quarter of 2017. Once we adopt ASU 2014-09, we do not anticipate that our internal control framework will materially change, but rather that existing internal controls will be modified and augmented, as necessary, to consider our new revenue recognition policy effective January 1, 2018.

In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which will address certain aspects of recognition, measurement, presentation and disclosure of financial instruments. The ASU becomes effective in the annual reporting period beginning after December 31, 2017, including interim reporting periods. We do not expect ASU 2016-01 will have a material effect on our consolidated financial statements and notes thereto.

2.  Revenue Recognition

We recognize revenues from sales of products when the title and risk of ownership pass to the customer. Final sales prices are fixed based on purchase orders. Sales allowances and customer incentives are treated as reductions to sales and are provided for based on historical experiences and current estimates. Sales of our products are moderately seasonal with the peak period being July - November of each year.

In addition, the Company presents revenues net of sales tax and net of certain payments to our independent manufacturer representatives (“Representatives”). Representatives are national companies that are in the business of providing HVAC units and other related products and services to customers. The end user customer orders a bundled group of products and services from the Representative and expects the Representative to fulfill the order. Only after the specifications are agreed to by the Representative and the customer, and the decision is made to use an AAON HVAC unit, will we receive notice of the order. We establish the amount we must receive for our HVAC unit (“minimum sales price”), but do not control the total order price that is negotiated by the Representative with the end user customer.

We are responsible for billings and collections resulting from all sales transactions, including those initiated by our Representatives. The Representatives submit the total order price to us for invoicing and collection. The total order price includes our minimum sales price and an additional amount which may include both the Representatives’ fee and amounts due for additional products and services required by the customer. These additional products and services may include controls purchased from another manufacturer to operate the unit, start-up services, and curbs for supporting the unit (“Third Party Products”). All are associated with the purchase of a HVAC unit but may be provided by the Representative or another third party. The Company is under no obligation related to Third Party Products.

The Representatives’ fee and Third Party Products amounts (“Due to Representatives”) are paid only after all amounts associated with the order are collected from the customer. The amount of payments to our Representatives were $11.9 million and $14.0 million for the three months ended March 31, 2017 and 2016, respectively.

The Company also sells extended warranties on parts for various lengths of time ranging from 6 months to 10 years. Revenue for these separately priced warranties is deferred and recognized on a straight-line basis over the separately priced warranty period.

3.  Investments

Certificates of Deposit – We held $3.1 million and $5.5 million in certificates of deposit at March 31, 2017 and December 31, 2016, respectively. At March 31, 2017, the certificates of deposit bear interest ranging from 0.55% to 0.90% per annum and have various maturities ranging from less than one month to approximately four months.

Investments Held to Maturity – Our investments held to maturity are comprised of $7.1 million of corporate notes and bonds with original maturities ranging from less than one month to approximately three months. The investments have moderate risk with S&P ratings ranging from AA to BBB-.

- 6 -

We record the amortized cost basis and accrued interest of the corporate notes and bonds in the Consolidated Balance Sheets. We record the interest and amortization of bond premium to interest income in the Consolidated Statements of Income.

The following summarizes the amortized cost and estimated fair value of our investments held to maturity as of

March 31, 2017 and December 31, 2016:

	Amortized Cost		Gross Unrealized Gain		Gross Unrealized (Loss)			Fair Value
March 31, 2017:	(in thousands)
Current assets:
Investments held to maturity	$	7,139	$	—	$	(3	)	$	7,136
Non current assets:
Investments held to maturity	—		—		—			—
Total	$	7,139	$	—	$	(3	)	$	7,136
December 31, 2016:
Current assets:
Investments held to maturity	$	14,083	$	—	$	(12	)	$	14,071
Non current assets:
Investments held to maturity	—		—		—			—
Total	$	14,083	$	—	$	(12	)	$	14,071

4.  Accounts Receivable

Accounts receivable and the related allowance for doubtful accounts are as follows:

	March 31, 2017			December 31, 2016
	(in thousands)
Accounts receivable	$	44,651		$	43,091
Less:  Allowance for doubtful accounts	(274		)	(90		)
Total, net	$	44,377		$	43,001

	Three months ended
	March 31, 2017		March 31, 2016
Allowance for doubtful accounts:	(in thousands)
Balance, beginning of period	$	90	$	115
Provisions for losses on accounts receivables, net of recoveries	184		123
Accounts receivable written off	—		—
Balance, end of period	$	274	$	238

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5.  Inventories

Inventories are valued at the lower of cost or market. Cost is determined by the first-in, first-out (“FIFO”) method. We establish an allowance for excess and obsolete inventories based on product line changes, the feasibility of substituting parts and the need for supply and replacement parts.

	March 31, 2017			December 31, 2016
	(in thousands)
Raw materials	$	52,268		$	43,438
Work in process	1,836			2,279
Finished goods	3,326			3,017
	57,430			48,734
Less:  Allowance for excess and obsolete inventories	(1,442		)	(1,382		)
Total, net	$	55,988		$	47,352

The related changes in the allowance for excess and obsolete inventories account are as follows:

	Three months ended
	March 31, 2017		March 31, 2016
Allowance for excess and obsolete inventories:	(in thousands)
Balance, beginning of period	$	1,382	$	757
Provisions for excess and obsolete inventories	60		137
Inventories written off	—		—
Balance, end of period	$	1,442	$	894

6.  Supplemental Cash Flow Information

	Three months ended
	March 31, 2017		March 31, 2016
Supplemental disclosures:	(in thousands)
Interest paid	$	—	$	—
Income taxes paid	$	361	$	518
Non-cash investing and financing activities:
Non-cash capital expenditures	$	1,098	$	(555	)

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7.  Warranties

The Company has warranties with various terms ranging from 18 months for parts to 25 years for certain heat exchangers. The Company has an obligation to replace parts or service its products if conditions under the warranty are met. A provision is made for estimated warranty costs at the time the related products are sold based upon the warranty period, historical trends, new products and any known identifiable warranty issues.  

Changes in the warranty accrual are as follows:

	Three months ended
	March 31, 2017			March 31, 2016
Warranty accrual:	(in thousands)
Balance, beginning of period	$	7,936		$	8,469
Payments made	(1,342		)	(653		)
Provisions	1,218			314
Balance, end of period	$	7,812		$	8,130
Warranty expense:	$	1,218		$	314

8.  Accrued Liabilities

Accrued liabilities are as follows:

	March 31, 2017		December 31, 2016
	(in thousands)
Warranty	$	7,812	$	7,936
Due to representatives	11,225		9,907
Payroll	2,116		4,129
Profit sharing	1,656		1,967
Worker's compensation	558		580
Medical self-insurance	536		872
Customer prepayments	2,605		2,256
Donations	600		600
Employee benefits and other	4,078		3,693
Total	$	31,186	$	31,940

9.  Revolving Credit Facility

Our revolving credit facility, which is provided by BOKF, NA dba Bank of Oklahoma, formerly known as Bank of Oklahoma, N.A. ("Bank of Oklahoma"), provides for maximum borrowings of $30.0 million. Under the line of credit, there is one standby letter of credit totaling $0.8 million. Borrowings available under the revolving credit facility at March 31, 2017 were $29.2 million. Interest on borrowings is payable monthly at LIBOR plus 2.5%. No fees are associated with the unused portion of the committed amount. We had no outstanding balance under the revolving credit facility at March 31, 2017 and December 31, 2016. The termination date of the revolving credit facility is July 27, 2018.

As of March 31, 2017, we were in compliance with our financial covenants. These covenants require that we meet certain parameters related to our tangible net worth and total liabilities to tangible net worth ratio. At March 31, 2017, our tangible net worth was $211.8 million and met the requirement of being at or above $125.0 million. Our total liabilities to tangible net worth ratio was 0.25 to 1, and met the requirement of not being above 2 to 1.

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10.  Income Taxes

The provision (benefit) for income taxes consists of the following:

	Three months ended
	March 31, 2017		March 31, 2016
	(in thousands)
Current	$	3,591	$	6,496
Deferred	720		(1,030		)
	$	4,311	$	5,466

The reconciliation of the Federal statutory income tax rate to the effective income tax rate is as follows:

	Three months ended
	March 31, 2017		March 31, 2016
Federal statutory rate	35.0	%	35.0	%
State income taxes, net of Federal benefit	3.4		5.0
Domestic manufacturing deduction	(2.9	)	(3.0	)
Excess tax benefits	(7.1	)	(4.4	)
Other	1.3		(0.5	)
Effective tax rate	29.7	%	32.1	%

The Company's estimated annual 2017 effective tax rate, excluding discrete events, is approximately 36%. Additionally, as noted in Note 11, the Company early adopted ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, applying the changes for excess tax benefits and tax deficiencies prospectively effective January 1, 2016. As a result, excess tax benefits and deficiencies are reported as an income tax benefit or expense on the statement of income rather than as a component of additional paid-in capital on the statement of equity. Excess tax benefits and deficiencies are treated as discrete items to the income tax provision in the reporting period in which they occur.

We file income tax returns in the U.S., state and foreign income tax returns jurisdictions. We are subject to U.S. examinations for tax years 2013 to present, and to non-U.S. income tax examinations for the tax years of 2012 to present. In addition, we are subject to state and local income tax examinations for the tax years 2012 to present. The Company continues to evaluate its need to file returns in various state jurisdictions. Any interest or penalties would be recognized as a component of income tax expense.

11. Share-Based Compensation

On May 22, 2007, our stockholders adopted a Long-Term Incentive Plan (“LTIP”) which provided an additional 3.3 million shares that could be granted in the form of stock options, stock appreciation rights, restricted stock awards, performance units and performance awards. Since inception of the LTIP, non-qualified stock options and restricted stock awards were granted with the same vesting schedule as the previous plan. Under the LTIP, the exercise price of shares granted could not be less than 100% of the fair market value at the date of the grant.

On May 24, 2016, our stockholders adopted the 2016 Long-Term Incentive Plan ("2016 Plan") which provides for approximately 3.8 million shares, comprised of 3.4 million new shares provided for under the 2016 Plan and approximately 0.4 million shares that were available for issuance under the previous LTIP, that are now authorized for issuance under the 2016 Plan, that can be granted in the form of stock options, stock appreciation rights, restricted stock awards, performance awards, dividend equivalent rights, and other awards. Under the 2016 Plan, the exercise price of shares granted may not be less than 100% of the fair market value at the date of the grant. The 2016 Plan will be administered by the Compensation Committee of the Board of Directors or such other committee of the Board of Directors as is designated by the Board of Directors (the “Committee”). Membership on the Committee shall be limited to independent directors. The Committee may delegate certain duties to one or more officers of the Company as provided in the 2016 Plan. The Committee will determine the persons to whom awards are to be made, determine the type, size and terms of awards, interpret the 2016 Plan, establish and revise rules and regulations relating to the 2016 Plan and make any other determinations that it believes necessary for the administration of the 2016 Plan.

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The compensation cost related to unvested stock options not yet recognized as of March 31, 2017 is $10.4 million and is expected to be recognized over a weighted-average period of 2.6 years.

The following weighted average assumptions were used to determine the fair value of the stock options granted on the original grant date for expense recognition purposes for options granted during the three months ended March 31,2017 and 2016 using a Black Scholes Model:

	Three months ended
	March 31, 2017			March 31, 2016
Director and Officers:
Expected dividend rate	$	0.26		$	0.22
Expected volatility	30.81		%	42.38		%
Risk-free interest rate	1.90		%	2.02		%
Expected life (in years)	5.0			8.0
Employees:
Expected dividend rate	$	0.26		$	0.22
Expected volatility	30.86		%	42.34		%
Risk-free interest rate	1.91		%	2.03		%
Expected life (in years)	5.0			8.0

The expected term of the options is based on evaluations of historical and expected future employee exercise behavior. The risk-free interest rate is based on the U.S. Treasury rates at the date of grant with maturity dates approximately equal to the expected life at the grant date. Volatility is based on historical volatility of our stock over time periods equal to the expected life at grant date.

The following is a summary of stock options vested and exercisable as of March 31, 2017:

Range of Exercise Prices	Number of Shares	Weighted Average Remaining Contractual Life (in years)	Weighted Average Exercise Price		Intrinsic Value (in thousands)
$4.54-$22.76	341,654	5.41	$	11.31	$	8,213
$23.57-$32.80	18,002	7.52	24.19		201
$32.85-$36.70	—	—	—		—
Total	359,656	5.52	$	11.96	$	8,414

The following is a summary of stock options vested and exercisable as of March 31, 2016:

Range of Exercise Prices	Number of Shares	Weighted Average Remaining Contractual Life (in years)	Weighted Average Exercise Price		Intrinsic Value (in thousands)
$4.31-$8.65	317,618	4.99	$	7.34	$	6,563
$8.70-$22.76	32,987	7.59	15.95		398
$23.57-$25.84	7,664	8.91	23.57		34
Total	358,269	5.31	$	8.48	$	6,995

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A summary of option activity under the plans is as follows:

Options	Shares		Weighted Average Exercise Price
Outstanding at December 31, 2016	1,450,704		$	21.33
Granted	321,390		34.14
Exercised	(92,065	)	9.76
Forfeited or Expired	(28,132	)	28.93
Outstanding at March 31, 2017	1,651,897		$	24.34
Exercisable at March 31, 2017	359,656		$	11.96

The total intrinsic value of options exercised during the three months ended March 31,2017 and 2016 was $2.3 million and $2.0 million, respectively. The cash received from options exercised during the three months ended March 31,2017 and 2016 was $0.9 million and $0.7 million, respectively. The impact of these cash receipts is included in financing activities in the accompanying Consolidated Statements of Cash Flows.

Since 2007, as part of the LTIP and since May 2016 as part of the 2016 Plan, the Compensation Committee of the Board of Directors has authorized and issued restricted stock awards to directors and key employees. Restricted stock awards granted to directors vest one-third each year. All other restricted stock awards vest at a rate of 20% per year. The fair value of restricted stock awards is based on the fair market value of AAON, Inc. common stock on the respective grant dates, reduced for the present value of dividends.

These awards are recorded at their fair value on the date of grant and compensation cost is recorded using straight-line vesting over the service period. At March 31,2017, unrecognized compensation cost related to unvested restricted stock awards was approximately $8.2 million, which is expected to be recognized over a weighted average period of 2.1 years.

A summary of the unvested restricted stock awards is as follows:

Restricted stock	Shares		Weighted Average Grant Date Fair Value
Unvested at December 31, 2016	408,162		$	20.47
Granted	78,785		33.00
Vested	(47,496	)	20.02
Forfeited	(831	)	19.42
Unvested at March 31, 2017	438,620		$	22.77

- 12 -

A summary of share-based compensation is as follows:

	Three months ended
	March 31, 2017		March 31, 2016
Grant date fair value of awards during the period:	(in thousands)
Options	$	2,874	$	780
Restricted stock	2,600		1,899
Total	$	5,474	$	2,679

Share-based compensation expense:
Options	$	727	$	337
Restricted stock	918		611
Total	$	1,645	$	948

Income tax benefit/(deficiency) related to share-based compensation:
Options	$	791	$	713
Restricted stock	273		32
Total	$	1,064	$	745

In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which makes several modifications to Topic 718 including: accounting for excess tax benefits and deficiencies; classifying excess tax benefits on the statement of cash flows; accounting for forfeitures; classifying awards that permit share repurchases to satisfy statutory tax-withholding requirement; and classifying tax payments on behalf of employees on the statement of cash flows. The ASU became effective for interim and annual reporting periods beginning after December 31, 2016. We early adopted the ASU effective January 1, 2016.

The Company previously applied a forfeiture rate to its share-based compensation expense and adjusted expense to actual as awards vested and/or were forfeited. Upon adoption of ASU 2016-09, the Company accounts for forfeitures as they occur, rather than estimating forfeitures as of an award's grant date.

Tax payments made on behalf of an employee by repurchasing shares of stock are now shown separately as cash outflows from financing activities on the statement of cash flows. This provision was retrospectively adopted and prior period cash flows have been reclassified to conform with this presentation.

Additionally, the Company retrospectively adopted the provision to classify excess tax benefits and deficiencies as cash flows from operating activities as part of cash payments for taxes on the statement of cash flows. Prior period cash flows have been reclassified to conform with this presentation.

- 13 -

The following table displays the prior period quantitative effects on the consolidated financial statements:

	Three months ended
	March 31, 2016
	As Reported		As Restated
	(in thousands, except share and per share data)
Consolidated Statement of Income
Income tax provision	$	6,211	$	5,466
Net income	10,806		11,551
Earnings per share:
Basic	$	0.20	$	0.22
Diluted	0.20		0.22
Weighted average shares outstanding:
Diluted	53,430,103		53,593,269
Consolidated Statement of Cash Flows
Change in income taxes	$	6,734	$	5,989

12.  Earnings Per Share

Basic net income per share is calculated by dividing net income by the weighted average number of shares of common stock outstanding during the period. Diluted net income per share assumes the conversion of all potentially dilutive securities and is calculated by dividing net income by the sum of the weighted average number of shares of common stock outstanding plus all potentially dilutive securities. Dilutive common shares consist primarily of stock options and restricted stock awards.

ASU 2016-09 impacts the calculation of diluted weighted average shares under the treasury stock method as the Company no longer increases or decreases the assumed proceeds from an employee vesting in, or exercising, a share-based payment award by the amount of excess tax benefits or deficiencies taken to additional paid-in capital.

	Three months ended
	March 31, 2017		March 31, 2016
	(in thousands, except share and per share data)
Numerator:
Net income	$	10,217	$	11,551
Denominator:
Basic weighted average shares	52,622,539		53,061,058
Effect of dilutive stock options and restricted stock	567,518		532,211
Diluted weighted average shares	53,190,057		53,593,269
Earnings per share:
Basic	$	0.19	$	0.22
Diluted	$	0.19	$	0.22
Anti-dilutive shares:
Shares	783,965		491,132

- 14 -

13. Stockholders’ Equity

Stock Repurchase - The Board has authorized three stock repurchase programs for the Company. The Company may purchase shares on the open market from time to time, up to a total of 5.7 million shares. The Board must authorize the timing and amount of these purchases. Effective May 24, 2016, the Board authorized up to $25.0 million in open market repurchases and on June 2, 2016, the Company executed a repurchase agreement in accordance with the rules and regulations of the SEC allowing the Company to repurchase an aggregate amount of $25.0 million or a total of approximately 2.0 million shares from the open market. The agreement will terminate upon the aforementioned thresholds having been met, on April 15, 2017, or upon other provisions contained in the repurchase agreement by either the Company or its agent. The Company also has a stock repurchase arrangement by which employee-participants in our 401(k) savings and investment plan are entitled to have shares in AAON, Inc. stock in their accounts sold to the Company. The maximum number of shares to be repurchased is contingent upon the number of shares sold by employee-participants. Lastly, the Company repurchases shares of AAON, Inc. stock from certain of its directors and employees for payment of statutory tax withholdings on stock transactions. A11 other repurchases from directors or employees are contingent upon Board approval. All repurchases are done at current market prices.

Our repurchase activity is as follows:

	Three Months Ended   March 31,										Inception to date
	2017					2016
Program	Shares	Total $		$ per share		Shares	Total $		$ per share		Shares	Total $		$ per share
Open market	6,100	$	195,993	$	32.13	—	$	—	$	—	3,840,919	$	61,144,453	$	15.92
401(k)	176,429	6,107,515		34.62		138,680	3,275,139		23.62		6,258,872	71,852,235		11.48
Directors and employees	16,399	559,605		34.12		7,604	180,362		23.72		1,890,031	16,223,214		8.58
Total	198,928	$	6,863,113	$	34.50	146,284	$	3,455,501	$	23.62	11,989,822	$	149,219,902	$	12.45

Dividends - At the discretion of the Board of Directors, we pay semi-annual cash dividends. Board approval is required to determine the date of declaration and amount for each semi-annual dividend payment.

Our recent dividends are as follows:

Declaration Date	Record Date	Payment Date	Dividend per Share
May 24, 2016	June 10, 2016	July 1, 2016	$	0.11
November 9, 2016	December 2, 2016	December 23, 2016	$	0.13

14. Commitments and Contingencies

We are subject to various claims and legal actions that arise in the ordinary course of business. We closely monitor these claims and legal actions and frequently consult with our legal counsel to determine whether they may, when resolved, have a material adverse effect on our financial position, results of operations or cash flows and we accrue and/or disclose loss contingencies as appropriate. We have concluded that the likelihood is remote that the ultimate resolution of any pending litigation or claims will be material or have a material adverse effect on the Company's business, financial position, results of operations or cash flows.

- 15 -

Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and the notes thereto, which are included in this report, and our audited consolidated financial statements and the notes thereto, which are included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016. This discussion contains or incorporates by reference “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not historical facts, but rather are based on expectations, estimates, assumptions and projections about our industry, business and future financial results, based on information available at the time this report is filed with the SEC or, with respect to any document incorporated by reference, available at the time that such document was prepared. Our actual results could differ materially from the results contemplated by these forward-looking statements due to a number of factors, including those identified in the section entitled “Forward-Looking Statements” in this Item 2 of this Quarterly Report on Form 10-Q and in the section entitled “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2016. We do not assume any obligation to update or revise any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, new information or circumstances or otherwise, except as required by law.

Overview

We engineer, manufacture and market air conditioning and heating equipment consisting of standard, semi-custom and custom rooftop units, chillers, packaged outdoor mechanical rooms, air handling units, makeup air units, energy recovery units, condensing units, geothermal/water-source heat pumps and coils. These products are marketed and sold to retail, manufacturing, educational, lodging, supermarket, medical and other commercial industries. We market our products to all 50 states in the United States and certain provinces in Canada. Foreign sales were approximately $2.1 million of our total net sales for the three months just ended and $4.3 million of our sales during the same period of 2016.

Our business can be affected by a number of economic factors, including the level of economic activity in the markets in which we operate. The uncertainty of the economy has negatively impacted the commercial and industrial new construction markets. A further decline in economic activity could result in a decrease in our sales volume and profitability. Sales in the commercial and industrial new construction markets correlate closely to the number of new homes and buildings that are built, which in turn is influenced by cyclical factors such as interest rates, inflation, consumer spending habits, employment rates and other macroeconomic factors over which we have no control.

We sell our products to property owners and contractors through a network of manufacturers’ representatives and our internal sales force. The demand for our products is influenced by national and regional economic and demographic factors. The commercial and industrial new construction market is subject to cyclical fluctuations in that it is generally tied to housing starts, but has a lag factor of six to 18 months. Housing starts, in turn, are affected by such factors as interest rates, the state of the economy, population growth and the relative age of the population. When new construction is down, we emphasize the replacement market. The new construction market in 2016 through the first quarter of 2017 continued to be unpredictable and uneven. Thus, we continue to emphasize promotion of the benefits of AAON equipment to property owners in the replacement market.

The principal components of cost of goods sold are labor, raw materials, component costs, factory overhead, freight and engineering expense. The principal high volume raw materials used in our manufacturing processes are steel, copper and aluminum, and are obtained from domestic suppliers. We also purchase from domestic manufacturers certain components, including compressors, motors and electrical controls.

The price levels of our raw materials have remained relatively consistent the past few years, but the market continues to be volatile and unpredictable as a result of the uncertainty related to the U.S. economy and a weakening global economy. For the three months ended March 31, 2017, the price for copper, galvanized steel and stainless steel decreased by approximately 7.5%, 0.0%, and 4.1%, respectively, while the price for aluminum increased by approximately 1.2% from the three months ended March 31, 2016.

In 2011, we began using an all aluminum microchannel condenser coil on our small rooftop unit product line and, in 2013, we began using this condenser coil in our larger rooftop product line as well. The condenser coil is the outdoor coil of a conventional air conditioning system. We are using this type of condenser coil substantially throughout the complete rooftop unit product line. This has reduced our copper tube usage in this component of the product, however, copper will remain a high volume raw material because of its use throughout the equipment.

The following are recent highlights and items that impacted our results of operations, cash flows and financial condition:

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• Overall units sold increased approximately 14.9% as compared to the same period last year, driving the increase in sales for the quarter.

• Cash and cash equivalents increased $7.5 million primarily from cash inflows from operations.

• We invested $6.1 million in capital expenditures in connection with the construction of our new research and development lab, water source heat pump line and other internal projects.

Results of Operations

Three Months Ended March 31, 2017 vs. Three Months Ended March 31, 2016

Units Sold

	Three Months Ended   March 31,
	2017	2016
Rooftop Units	3,474	3,496
Split Systems	1,145	800
Outdoor Mechanical Rooms	24	9
Water Source Heat Pumps	378	63
Total Units	5,021	4,368

Net Sales

	Three Months Ended   March 31,
	2017		2016		Change		% Change
	(in thousands, except unit data)
Net sales	$	86,078	$	85,422	$	656	0.8	%
Total units	5,021		4,368		653		14.9	%

Sales increased primarily due to increased volume as compared to the prior year, offset by changes in product mix.

Cost of Sales

	Three Months Ended   March 31,				Percent of Sales
	2017		2016		2017		2016
	(in thousands)
Cost of sales	$	61,092	$	59,691	71.0	%	69.9	%
Gross Profit	24,986		25,731		29.0	%	30.1	%

The principal components of cost of sales are labor, raw materials, component costs, factory overhead, freight out and engineering expense. The principal high volume raw materials used in our manufacturing processes are steel, copper and aluminum, which are obtained from domestic suppliers. Cost of sales increased overall due to the corresponding increase in sales.

Twelve-month average raw material cost per pound as of March 31:

	2017		2016		% Change
Copper	$	3.35	$	3.62	(7.5	)%
Galvanized Steel	$	0.40	$	0.40	—	%
Stainless Steel	$	1.17	$	1.22	(4.1	)%
Aluminum	$	1.67	$	1.65	1.2	%

- 17 -

Selling, General and Administrative Expenses

	Three Months Ended   March 31,				Percent of Sales
	2017		2016		2017		2016
	(in thousands)
Warranty	$	1,218	$	314	1.4	%	0.4	%
Profit Sharing	1,656		1,933		1.9	%	2.3	%
Salaries & Benefits	3,001		3,042		3.5	%	3.6	%
Stock Compensation	1,078		656		1.3	%	0.8	%
Advertising	966		309		1.1	%	0.4	%
Depreciation	158		223		0.2	%	0.3	%
Insurance	244		328		0.3	%	0.4	%
Professional Fees	577		558		0.7	%	0.7	%
Donations	214		109		0.2	%	0.1	%
Bad Debt Expense	184		103		0.2	%	0.1	%
Other	1,234		1,338		1.4	%	1.6	%
Total SG&A	$	10,530	$	8,913	12.2	%	10.4	%

The overall increase in SG&A was primarily due to increased warranty, advertising and stock compensation expenses.

Income Taxes

	Three Months Ended   March 31,				Effective Tax Rate
	2017		2016		2017		2016
	(in thousands)
Income tax provision	$	4,311	$	5,466	29.7	%	32.1	%

The Company’s estimated annual 2017 effective tax rate, excluding discrete events, is expected to be approximately 36.0%. Additionally, the Company early adopted ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, applying the changes for excess tax benefits and tax deficiencies prospectively effective January 1, 2016. As a result, excess tax benefits and deficiencies are reported as an income tax benefit or expense on the statement of income rather than as a component of additional paid-in capital on the statement of equity. Excess tax benefits and deficiencies are treated as discrete items to the income tax provision in the reporting period in which they occur. For the three months ended March 31, 2017 and 2016, the Company recorded $1.1 million and $0.8 million, respectively, in excess tax benefits as an income tax benefit.

Liquidity and Capital Resources

Our working capital and capital expenditure requirements are generally met through net cash provided by operations and the occasional use of our revolving credit facility.

Our cash and investments decreased $1.9 million from December 31, 2016 to March 31, 2017 and totaled $41.9 million at March 31, 2017.

Under the line of credit, there was one standby letter of credit of $0.8 million as of March 31, 2017. At March 31, 2017, we have $29.2 million of borrowings available under the revolving credit facility. No fees are associated with the unused portion of the committed amount.

We had no outstanding balance under the revolving credit facility at March 31, 2017 and December 31, 2016. Interest on borrowings is payable monthly at LIBOR plus 2.5%. The termination date of the revolving credit facility is July 27, 2018.

- 18 -

At March 31, 2017, we were in compliance with all of the covenants under the revolving credit facility. We are obligated to comply with certain financial covenants under the revolving credit facility. These covenants require that we meet certain parameters related to our tangible net worth and total liabilities to tangible net worth ratio. At March 31, 2017, our tangible net worth was $211.8 million, which meets the requirement of being at or above $125.0 million. Our total liabilities to tangible net worth ratio was 0.25 to 1.0 which meets the requirement of not being above 2 to 1.

The Board has authorized three stock repurchase programs for the Company. The Company may purchase shares on the open market from time to time, up to a total of 5.7 million shares. The Board must authorize the timing and amount of these purchases. Effective May 24, 2016, the Board authorized up to $25.0 million in open market repurchases and on June 2, 2016, the Company executed a repurchase agreement in accordance with the rules and regulations of the SEC allowing the Company to repurchase an aggregate amount of $25.0 million or a total of approximately 2.0 million shares from the open market. The agreement will terminate upon the aforementioned thresholds having been met, on April 15, 2017, or upon other provisions contained in the repurchase agreement by either the Company or its agent. The Company also has a stock repurchase arrangement by which employee-participants in our 401(k) savings and investment plan are entitled to have shares in AAON, Inc. stock in their accounts sold to the Company. The maximum number of shares to be repurchased is contingent upon the number of shares sold by employee-participants. Lastly, the Company repurchases shares of AAON, Inc. stock from certain of its directors and employees for payment of statutory tax withholdings on stock transactions. Any other repurchases from directors or employees is contingent upon Board approval. All repurchases are done at current market prices.

Our repurchase activity is as follows:

	Three Months Ended   March 31,										Inception to date
	2017					2016
Program	Shares	Total $		$ per share		Shares	Total $		$ per share		Shares	Total $		$ per share
Open market	6,100	$	195,993	$	32.13	—	$	—	$	—	3,840,919	$	61,144,453	$	15.92
401(k)	176,429	6,107,515		34.62		138,680	3,275,139		23.62		6,258,872	71,852,235		11.48
Directors and employees	16,399	559,605		34.12		7,604	180,362		23.72		1,890,031	16,223,214		8.58
Total	198,928	$	6,863,113	$	34.50	146,284	$	3,455,501	$	23.62	11,989,822	$	149,219,902	$	12.45

Dividends - At the discretion of the Board of Directors, we pay semi-annual cash dividends. Board approval is required to determine the date of declaration and amount for each semi-annual dividend payment.

Our recent dividends are as follows:

Declaration Date	Record Date	Payment Date	Dividend per Share
May 24, 2016	June 10, 2016	July 1, 2016	$	0.11
November 9, 2016	December 2, 2016	December 23, 2016	$	0.13

Based on historical performance and current expectations, we believe our cash and cash equivalents balance, the projected cash flows generated from our operations, our existing committed revolving credit facility (or comparable financing) and our expected ability to access capital markets will satisfy our working capital needs, capital expenditures and other liquidity requirements associated with our operations in 2017 and the foreseeable future.

- 19 -

Statement of Cash Flows

The following table reflects the major categories of cash flows for the three months ended March 31, 2017 and 2016. For additional details, see the Condensed Consolidated Statements of Cash Flows in the condensed consolidated financial statements.

	Three months ended March 31,
	2017			2016
	(in thousands)
Operating Activities
Net Income	$	10,217		$	11,551
Income statement adjustments, net	6,250			3,369
Changes in assets and liabilities:
Accounts receivable	(1,560		)	7,900
Income taxes	3,230			5,989
Inventories	(8,696		)	(4,117		)
Prepaid expenses and other	(313		)	(1,950		)
Accounts payable	1,736			(3,129		)
Deferred revenue	78			110
Accrued liabilities & donations	(776		)	(3,730		)
Net cash provided by operating activities	10,166			15,993
Investing Activities
Capital expenditures	(6,071		)	(7,332		)
Maturities of investments and proceeds from called investments	9,320			3,405
Other	20			21
Net cash provided by (used in) investing activities	3,269			(3,906		)
Financing Activities
Stock options exercised and excess tax benefits from stock options exercised and restricted stock awards vested	898			709
Repurchase of stock	(6,303		)	(3,276		)
Employee taxes paid by withholding shares	(560		)	(180		)
Net cash used in financing activities	$	(5,965	)	$	(2,747	)

Cash Flows Provided by Operating Activities

The decrease in cash flows from operations is primarily due to an increase in overall inventories related to the increased volume of unit sales as we enter the peak season for the Company as well as continued increasing activity in the water-source heat pump production line.

Cash Flows Provided by Investing Activities

Cash inflows increased due to our portfolio of investments maturing with no offsetting purchases. The capital expenditure program for 2017 is estimated to be approximately $41.8 million.

Cash Flows Used in Financing Activities

Cash outflows increased primarily due to our buyback activity during the period.

Off-Balance Sheet Arrangements

We are not party to any off-balance sheet arrangements that have or are reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues, expenses, results of operations, liquidity, capital expenditures or capital resources.

- 20 -

Contractual Obligations

We had no material contractual purchase agreements as of March 31, 2017.

Critical Accounting Policies

There have been no material changes in the Company’s critical accounting policies during the three months ended March 31, 2017.

Recent Accounting Pronouncements

See Note 1 of the Notes to the Consolidated Financial Statements for a discussion of recent accounting pronouncements.

Forward-Looking Statements

This Quarterly Report on Form 10-Q includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “expects”, “anticipates”, “intends”, “plans”, “believes”, “seeks”, “estimates”, “will”, “should”, and variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. We undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Important factors that could cause results to differ materially from those in the forward-looking statements include (1) the timing and extent of changes in raw material and component prices, (2) the effects of fluctuations in the commercial/industrial new construction market, (3) the timing and extent of changes in interest rates, as well as other competitive factors during the year, and (4) general economic, market or business conditions.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk.

Commodity Price Risk

We are exposed to volatility in the prices of commodities used in some of our products and we may use fixed price cancellable and non-cancellable contracts with our major suppliers for periods of six to 18 months to manage this exposure.

Item 4.Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this Quarterly Report on Form 10-Q, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer with the oversight of the Audit Committee, regarding the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended). Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded, as of the end of the period covered by this Quarterly Report, that our disclosure controls and procedures were effective.

(c) Changes in Internal Control over Financial Reporting

There have been no changes in internal control over financial reporting that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

- 21 -

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

We are subject to various claims and legal actions that arise in the ordinary course of business. We closely monitor these claims and legal actions and frequently consult with our legal counsel to determine whether they may, when resolved, have a material adverse effect on our financial position, results of operations, or cash flows and we accrue and/or disclose loss contingencies as appropriate. We have concluded that the likelihood is remote that the ultimate resolution of any pending litigation or claims will be material or have a material adverse effect on the Company's business, financial position, results of operations or cash flows.

Item 1A. Risk Factors.

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2016. The risk factors described in our Annual Report could materially adversely affect our business, financial condition or future results. There have been no material changes to the risk factors included in our 2016 Annual Report.

Item 2.  Unregistered Sales of Equity and Securities and Use of Proceeds.

On May 17, 2010, the Board authorized a stock buyback program, targeting open market repurchases of up to approximately 5% (2.9 million shares) of the Company's outstanding stock. In May 2015, the Board authorized repurchases up to an additional 2.75 million shares, or a total of approximately 5.7 million shares. In October 2015, the Board authorized $25.0 million for use under the Company's stock buyback program. Effective May 24, 2016, the Board authorized up to $25.0 million in open market repurchases and on June 2, 2016, the Company executed a repurchase agreement in accordance with the rules and regulations of the SEC allowing the Company to repurchase an aggregate amount of $25.0 million or a total of approximately 2.0 million shares from the open market. The agreement will terminate upon the aforementioned thresholds having been met, on April 15, 2017, or upon other provisions contained in the repurchase agreement by either the Company or its agent. We have repurchased a total of approximately 3.8 million shares under these programs for an aggregate price of $61.1 million, or an average price of $15.92 per share. We purchased the shares at current market prices.

On July 1, 2005, we entered into a stock repurchase arrangement by which employee-participants in our 401(k) savings and investment plan are entitled to have shares of AAON, Inc. stock in their accounts sold to the Company. The maximum number of shares to be repurchased is contingent upon the number of shares sold by employees. Through March 31, 2017, we repurchased approximately 6.3 million shares for an aggregate price of $71.9 million, or an average price of $11.48 per share. We purchased the shares at current market prices.

Periodically, the Company repurchases shares of AAON, Inc. stock from certain of its directors and employees. The number of shares to be repurchased is contingent upon Board approval. Through March 31, 2017, we repurchased approximately 1.9 million shares for an aggregate price of $16.2 million, or an average price of $8.58 per share. We purchased the shares at current market prices.

Repurchases during the first quarter of 2017 were as follows:

	ISSUER PURCHASES OF EQUITY SECURITIES
Period	(a) Total Number of Shares (or Units) Purchased	(b) Average Price Paid Per Share (or Unit)		(c) Total Number of Shares (or Units) Purchased as part of Publicly Announced Plans or Programs	(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that may yet be Purchased under the Plans or Programs
January 2017	68,221	$	33.37	68,221	—
February 2017	55,578	34.00		55,578	—
March 2017	75,129	36.06		75,129	—
Total	198,928	$	34.50	198,928	—

- 22 -

Item 3. Defaults Upon Senior Securities.

None.

Item 4.  Mine Safety Disclosures.

Not applicable.

Item 4A.  Submission of Matters to a Vote of Security Holders.

None.

Item 5.  Other Information.

None.

Item 6.  Exhibits.

(a)          Exhibits
(i)	Exhibit 31.1	Section 302 Certification of CEO
(ii)	Exhibit 31.2	Section 302 Certification of CFO
(iii)	Exhibit 32.1	Section 1350 Certification of CEO
(iv)	Exhibit 32.2	Section 1350 Certification of CFO

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	AAON, INC.
Dated: May 4, 2017	By:	/s/ Norman H. Asbjornson
		Norman H. Asbjornson   President/CEO
Dated: May 4, 2017	By:	/s/ Scott M. Asbjornson
		Scott M. Asbjornson Chief Financial Officer

- 23 -

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Norman H. Asbjornson, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of AAON, Inc.

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; and

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; and

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal controls over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	May 4, 2017
		/s/ Norman H. Asbjornson
		Norman H. Asbjornson
		Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Scott M. Asbjornson, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of AAON, Inc.

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; and

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; and

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal controls over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	May 4, 2017
		/s/ Scott M. Asbjornson
		Scott M. Asbjornson
		Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of AAON, Inc. (the “Company”), on Form 10-Q for the quarter ended March 31, 2017, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Norman H. Asbjornson, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)           The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)           The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

May 4, 2017
	/s/ Norman H. Asbjornson
	Norman H. Asbjornson
	Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of AAON, Inc. (the “Company”), on Form 10-Q for the quarter ended March 31, 2017, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Scott M. Asbjornson, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)           The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)           The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

May 4, 2017
	/s/ Scott M. Asbjornson
	Scott M. Asbjornson
	Chief Financial Officer

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Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	Apr. 28, 2017
Document And Entity Information
Entity Registrant Name	AAON INC
Entity Central Index Key	0000824142
Document Type	10-Q
Document Period End Date	Mar. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		52,600,331
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2017

XML

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 31,623	$ 24,153
Certificates of deposit	3,120	5,512
Investments held to maturity at amortized cost	7,139	14,083
Accounts receivable, net	44,377	43,001
Income tax receivable	3,009	6,239
Notes receivable	25	25
Inventories, net	55,988	47,352
Prepaid expenses and other	929	616
Total current assets	146,210	140,981
Property, plant and equipment:
Land	2,233	2,233
Buildings	81,117	78,806
Machinery and equipment	161,024	158,216
Furniture and fixtures	13,315	12,783
Total property, plant and equipment	257,689	252,038
Less: Accumulated depreciation	139,272	137,146
Property, plant and equipment, net	118,417	114,892
Note receivable	656	657
Total assets	265,283	256,530
Current liabilities:
Revolving credit facility	0	0
Accounts payable	9,936	7,102
Accrued liabilities	31,186	31,940
Total current liabilities	41,122	39,042
Deferred revenue	1,546	1,498
Deferred tax liabilities	10,251	9,531
Donations	569	561
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.001 par value, 5,000,000 shares authorized, no shares issued	0	0
Common stock, $.004 par value, 100,000,000 shares authorized, 52,622,539 and 52,651,448 issued and outstanding at March 31, 2017 and December 31, 2016, respectively	210	211
Additional paid-in capital	0	0
Retained earnings	211,585	205,687
Total stockholders' equity	211,795	205,898
Total liabilities and stockholders' equity	$ 265,283	$ 256,530

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Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2017	Dec. 31, 2016
Stockholders' equity:
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Common stock, par value	$ 0.004	$ 0.004
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	52,622,539	52,651,448
Common stock, shares outstanding	52,622,539	52,651,448

XML

Consolidated Statements of Income - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income Statement [Abstract]
Net sales	$ 86,078	$ 85,422
Cost of sales	61,092	59,691
Gross profit	24,986	25,731
Selling, general and administrative expenses	10,530	8,913
Gain on disposal of assets	(1)	(8)
Income from operations	14,457	16,826
Interest income, net	60	74
Other income, net	11	117
Income before taxes	14,528	17,017
Income tax provision	4,311	5,466
Net income	$ 10,217	$ 11,551
Earnings per share:
Basic (usd per share)	$ 0.19	$ 0.22
Diluted (usd per share)	0.19	0.22
Cash dividends declared per common share	$ 0	$ 0
Weighted average shares outstanding:
Basic (in shares)	52,622,539	53,061,058
Diluted (in shares)	53,190,057	53,593,269

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Consolidated Statements of Stockholders' Equity - 3 months ended Mar. 31, 2017 - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock [Member]	Paid-in Capital [Member]	Retained Earnings [Member]
Balance at Dec. 31, 2016	$ 205,898	$ 211	$ 0	$ 205,687
Balance (in shares) at Dec. 31, 2016		52,651
Net income	10,217
Stock options exercised and restricted stock awards vested	898		898
Stock options exercised and restricted stock awards vested (in shares)		170
Share-based compensation	1,645		1,645
Stock repurchased and retired	(6,863)	$ (1)	(2,543)	(4,319)
Stock repurchased and retired (in shares)		(198)
Balance at Mar. 31, 2017	$ 211,795	$ 210	$ 0	$ 211,585
Balance (in shares) at Mar. 31, 2017		52,623

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Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Operating Activities
Net income	$ 10,217	$ 11,551
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	3,638	3,171
Amortization of bond premiums	16	83
Provision for losses on accounts receivable, net of adjustments	184	123
Provision for excess and obsolete inventories	60	137
Share-based compensation	1,645	948
Gain on disposal of assets	(1)	(8)
Foreign currency transaction gain	(5)	(48)
Interest income on note receivable	(7)	(7)
Deferred	720	(1,030)
Changes in assets and liabilities:
Accounts receivable	(1,560)	7,900
Income taxes	3,230	5,989
Inventories	(8,696)	(4,117)
Prepaid expenses and other	(313)	(1,950)
Accounts payable	1,736	(3,129)
Deferred revenue	78	110
Accrued liabilities and donations	(776)	(3,730)
Net cash provided by operating activities	10,166	15,993
Investing Activities
Capital expenditures	(6,071)	(7,332)
Proceeds from sale of property, plant and equipment	7	8
Maturities of certificates of deposits	2,392	1,200
Maturities of investments	6,928	1,700
Proceeds from called investments	0	505
Principal payments from note receivable	13	13
Net cash provided by (used in) investing activities	3,269	(3,906)
Financing Activities
Stock options exercised	898	709
Repurchase of stock	(6,303)	(3,276)
Employee taxes paid by withholding shares	(560)	(180)
Net cash used in financing activities	(5,965)	(2,747)
Net increase in cash and cash equivalents	7,470	9,340
Cash and cash equivalents, beginning of period	24,153	7,908
Cash and cash equivalents, end of period	$ 31,623	$ 17,248

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Basis of Presentation

3 Months Ended

Mar. 31, 2017

Basis of Presentation and Significant Accounting Policies [Abstract]

Basis of Presentation

General

Basis of Presentation

The accompanying unaudited consolidated financial statements of AAON, Inc., a Nevada corporation, and our operating subsidiaries, all of which are wholly-owned, (collectively, the “Company”) have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the rules and regulations of the Securities and Exchange Commission (“SEC”). These financial statements have not been audited by the Company's independent registered public accounting firm, except that the consolidated balance sheet at December 31, 2016 is derived from audited consolidated financial statements. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The financial statements reflect all adjustments (all of which are of a normal recurring nature) which are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. Interim results are not necessarily indicative of the results that may be expected for a full year. Certain disclosures have been condensed in or omitted from these consolidated financial statements. The accompanying unaudited financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. All intercompany balances and transactions have been eliminated in consolidation.

We are engaged in the engineering, manufacturing, marketing and sale of air conditioning and heating equipment consisting of standard, semi-custom and custom rooftop units, chillers, packaged outdoor mechanical rooms, air handling units, makeup air units, energy recovery units, condensing units, geothermal/water-source heat pumps and coils.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP  requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Because these estimates and assumptions require significant judgment, actual results could differ from those estimates and could have a significant impact on our results of operations, financial position and cash flows. We reevaluate our estimates and assumptions as needed, but at a minimum on a quarterly basis. The most significant estimates include, but are not limited to, the allowance for doubtful accounts, inventory reserves, warranty accrual, worker's compensation accrual, medical insurance accrual, income taxes and share-based compensation. Actual results could differ materially from those estimates.

Accounting Policies

A comprehensive discussion of our critical accounting policies and management estimates is included in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2016.

Recent Accounting Pronouncements

Changes to U.S. GAAP are established by the Financial Accounting Standards Board ("FASB") in the form of Accounting Standards Updates ("ASUs") to the FASB's Accounting Standards Codification.

We consider the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial statements and notes thereto.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. In August 2015, with the issuance of ASU 2015-14, the FASB amended the effective date for us to January 1, 2018.

The following ASUs were issued in 2016 along with ASU 2014-09 with the same effective dates and transition requirements:

• ASU 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net), which provides implementation guidance for Topic 606 on principal versus agent considerations.

• ASU 2016-10, Identifying Performance Obligations and Licensing, which provides clarification for two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance.

• ASU 2016-12, Revenue from Contracts with Customers, which further amends Topic 606.

• ASU 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers, which further amends Topic 606.

The Company plans to adopt using the retrospective transition method. The Company has begun assessing the impact of ASU 2015-09 and believes the impact will not be material to the consolidated financial statements. We do not expect to complete our evaluation until after our first quarter of 2017. Once we adopt ASU 2014-09, we do not anticipate that our internal control framework will materially change, but rather that existing internal controls will be modified and augmented, as necessary, to consider our new revenue recognition policy effective January 1, 2018.

In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which will address certain aspects of recognition, measurement, presentation and disclosure of financial instruments. The ASU becomes effective in the annual reporting period beginning after December 31, 2017, including interim reporting periods. We do not expect ASU 2016-01 will have a material effect on our consolidated financial statements and notes thereto.

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Revenue Recognition

3 Months Ended

Mar. 31, 2017

Revenue Recognition [Abstract]

Revenue Recognition

Revenue Recognition

We recognize revenues from sales of products when the title and risk of ownership pass to the customer. Final sales prices are fixed based on purchase orders. Sales allowances and customer incentives are treated as reductions to sales and are provided for based on historical experiences and current estimates. Sales of our products are moderately seasonal with the peak period being July - November of each year.

In addition, the Company presents revenues net of sales tax and net of certain payments to our independent manufacturer representatives (“Representatives”). Representatives are national companies that are in the business of providing HVAC units and other related products and services to customers. The end user customer orders a bundled group of products and services from the Representative and expects the Representative to fulfill the order. Only after the specifications are agreed to by the Representative and the customer, and the decision is made to use an AAON HVAC unit, will we receive notice of the order. We establish the amount we must receive for our HVAC unit (“minimum sales price”), but do not control the total order price that is negotiated by the Representative with the end user customer.

We are responsible for billings and collections resulting from all sales transactions, including those initiated by our Representatives. The Representatives submit the total order price to us for invoicing and collection. The total order price includes our minimum sales price and an additional amount which may include both the Representatives’ fee and amounts due for additional products and services required by the customer. These additional products and services may include controls purchased from another manufacturer to operate the unit, start-up services, and curbs for supporting the unit (“Third Party Products”). All are associated with the purchase of a HVAC unit but may be provided by the Representative or another third party. The Company is under no obligation related to Third Party Products.

The Representatives’ fee and Third Party Products amounts (“Due to Representatives”) are paid only after all amounts associated with the order are collected from the customer. The amount of payments to our Representatives were $11.9 million and $14.0 million for the three months ended March 31, 2017 and 2016, respectively.

The Company also sells extended warranties on parts for various lengths of time ranging from 6 months to 10 years. Revenue for these separately priced warranties is deferred and recognized on a straight-line basis over the separately priced warranty period.

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Investments

3 Months Ended

Mar. 31, 2017

Investments [Abstract]

Investments

Investments

Certificates of Deposit – We held $3.1 million and $5.5 million in certificates of deposit at March 31, 2017 and December 31, 2016, respectively. At March 31, 2017, the certificates of deposit bear interest ranging from 0.55% to 0.90% per annum and have various maturities ranging from less than one month to approximately four months.

Investments Held to Maturity – Our investments held to maturity are comprised of $7.1 million of corporate notes and bonds with original maturities ranging from less than one month to approximately three months. The investments have moderate risk with S&P ratings ranging from AA to BBB-.

We record the amortized cost basis and accrued interest of the corporate notes and bonds in the Consolidated Balance Sheets. We record the interest and amortization of bond premium to interest income in the Consolidated Statements of Income.

The following summarizes the amortized cost and estimated fair value of our investments held to maturity as of

March 31, 2017 and December 31, 2016:

	Amortized Cost		Gross Unrealized Gain		Gross Unrealized (Loss)			Fair Value
March 31, 2017:	(in thousands)
Current assets:
Investments held to maturity	$	7,139	$	—	$	(3	)	$	7,136
Non current assets:
Investments held to maturity	—		—		—			—
Total	$	7,139	$	—	$	(3	)	$	7,136
December 31, 2016:
Current assets:
Investments held to maturity	$	14,083	$	—	$	(12	)	$	14,071
Non current assets:
Investments held to maturity	—		—		—			—
Total	$	14,083	$	—	$	(12	)	$	14,071

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Accounts Receivable

3 Months Ended

Mar. 31, 2017

Receivables [Abstract]

Accounts Receivable

Accounts Receivable

Accounts receivable and the related allowance for doubtful accounts are as follows:

	March 31, 2017			December 31, 2016
	(in thousands)
Accounts receivable	$	44,651		$	43,091
Less:  Allowance for doubtful accounts	(274		)	(90		)
Total, net	$	44,377		$	43,001

	Three months ended
	March 31, 2017		March 31, 2016
Allowance for doubtful accounts:	(in thousands)
Balance, beginning of period	$	90	$	115
Provisions for losses on accounts receivables, net of recoveries	184		123
Accounts receivable written off	—		—
Balance, end of period	$	274	$	238

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Inventories

3 Months Ended

Mar. 31, 2017

Inventory Disclosure [Abstract]

Inventories

Inventories

Inventories are valued at the lower of cost or market. Cost is determined by the first-in, first-out (“FIFO”) method. We establish an allowance for excess and obsolete inventories based on product line changes, the feasibility of substituting parts and the need for supply and replacement parts.

	March 31, 2017			December 31, 2016
	(in thousands)
Raw materials	$	52,268		$	43,438
Work in process	1,836			2,279
Finished goods	3,326			3,017
	57,430			48,734
Less:  Allowance for excess and obsolete inventories	(1,442		)	(1,382		)
Total, net	$	55,988		$	47,352

The related changes in the allowance for excess and obsolete inventories account are as follows:

	Three months ended
	March 31, 2017		March 31, 2016
Allowance for excess and obsolete inventories:	(in thousands)
Balance, beginning of period	$	1,382	$	757
Provisions for excess and obsolete inventories	60		137
Inventories written off	—		—
Balance, end of period	$	1,442	$	894

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Supplemental Cash Flow Information

3 Months Ended

Mar. 31, 2017

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

Supplemental Cash Flow Information

	Three months ended
	March 31, 2017		March 31, 2016
Supplemental disclosures:	(in thousands)
Interest paid	$	—	$	—
Income taxes paid	$	361	$	518
Non-cash investing and financing activities:
Non-cash capital expenditures	$	1,098	$	(555	)

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Warranties

3 Months Ended

Mar. 31, 2017

Guarantees [Abstract]

Warranties

 Warranties

The Company has warranties with various terms ranging from 18 months for parts to 25 years for certain heat exchangers. The Company has an obligation to replace parts or service its products if conditions under the warranty are met. A provision is made for estimated warranty costs at the time the related products are sold based upon the warranty period, historical trends, new products and any known identifiable warranty issues.  

Changes in the warranty accrual are as follows:

	Three months ended
	March 31, 2017			March 31, 2016
Warranty accrual:	(in thousands)
Balance, beginning of period	$	7,936		$	8,469
Payments made	(1,342		)	(653		)
Provisions	1,218			314
Balance, end of period	$	7,812		$	8,130
Warranty expense:	$	1,218		$	314

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Accrued Liabilities

3 Months Ended

Mar. 31, 2017

Payables and Accruals [Abstract]

Accrued Liabilities

Accrued Liabilities

Accrued liabilities are as follows:

	March 31, 2017		December 31, 2016
	(in thousands)
Warranty	$	7,812	$	7,936
Due to representatives	11,225		9,907
Payroll	2,116		4,129
Profit sharing	1,656		1,967
Worker's compensation	558		580
Medical self-insurance	536		872
Customer prepayments	2,605		2,256
Donations	600		600
Employee benefits and other	4,078		3,693
Total	$	31,186	$	31,940

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Revolving Credit Facility

3 Months Ended

Mar. 31, 2017

Debt Disclosure [Abstract]

Revolving Credit Facility

Revolving Credit Facility

Our revolving credit facility, which is provided by BOKF, NA dba Bank of Oklahoma, formerly known as Bank of Oklahoma, N.A. ("Bank of Oklahoma"), provides for maximum borrowings of $30.0 million. Under the line of credit, there is one standby letter of credit totaling $0.8 million. Borrowings available under the revolving credit facility at March 31, 2017 were $29.2 million. Interest on borrowings is payable monthly at LIBOR plus 2.5%. No fees are associated with the unused portion of the committed amount. We had no outstanding balance under the revolving credit facility at March 31, 2017 and December 31, 2016. The termination date of the revolving credit facility is July 27, 2018.

As of March 31, 2017, we were in compliance with our financial covenants. These covenants require that we meet certain parameters related to our tangible net worth and total liabilities to tangible net worth ratio. At March 31, 2017, our tangible net worth was $211.8 million and met the requirement of being at or above $125.0 million. Our total liabilities to tangible net worth ratio was 0.25 to 1, and met the requirement of not being above 2 to 1.

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Income Taxes

3 Months Ended

Mar. 31, 2017

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

The provision (benefit) for income taxes consists of the following:

	Three months ended
	March 31, 2017		March 31, 2016
	(in thousands)
Current	$	3,591	$	6,496
Deferred	720		(1,030		)
	$	4,311	$	5,466

The reconciliation of the Federal statutory income tax rate to the effective income tax rate is as follows:

	Three months ended
	March 31, 2017		March 31, 2016
Federal statutory rate	35.0	%	35.0	%
State income taxes, net of Federal benefit	3.4		5.0
Domestic manufacturing deduction	(2.9	)	(3.0	)
Excess tax benefits	(7.1	)	(4.4	)
Other	1.3		(0.5	)
Effective tax rate	29.7	%	32.1	%

The Company's estimated annual 2017 effective tax rate, excluding discrete events, is approximately 36%. Additionally, as noted in Note 11, the Company early adopted ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, applying the changes for excess tax benefits and tax deficiencies prospectively effective January 1, 2016. As a result, excess tax benefits and deficiencies are reported as an income tax benefit or expense on the statement of income rather than as a component of additional paid-in capital on the statement of equity. Excess tax benefits and deficiencies are treated as discrete items to the income tax provision in the reporting period in which they occur.

We file income tax returns in the U.S., state and foreign income tax returns jurisdictions. We are subject to U.S. examinations for tax years 2013 to present, and to non-U.S. income tax examinations for the tax years of 2012 to present. In addition, we are subject to state and local income tax examinations for the tax years 2012 to present. The Company continues to evaluate its need to file returns in various state jurisdictions. Any interest or penalties would be recognized as a component of income tax expense.

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Share-Based Compensation

3 Months Ended

Mar. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Share-Based Compensation

Share-Based Compensation

On May 22, 2007, our stockholders adopted a Long-Term Incentive Plan (“LTIP”) which provided an additional 3.3 million shares that could be granted in the form of stock options, stock appreciation rights, restricted stock awards, performance units and performance awards. Since inception of the LTIP, non-qualified stock options and restricted stock awards were granted with the same vesting schedule as the previous plan. Under the LTIP, the exercise price of shares granted could not be less than 100% of the fair market value at the date of the grant.

On May 24, 2016, our stockholders adopted the 2016 Long-Term Incentive Plan ("2016 Plan") which provides for approximately 3.8 million shares, comprised of 3.4 million new shares provided for under the 2016 Plan and approximately 0.4 million shares that were available for issuance under the previous LTIP, that are now authorized for issuance under the 2016 Plan, that can be granted in the form of stock options, stock appreciation rights, restricted stock awards, performance awards, dividend equivalent rights, and other awards. Under the 2016 Plan, the exercise price of shares granted may not be less than 100% of the fair market value at the date of the grant. The 2016 Plan will be administered by the Compensation Committee of the Board of Directors or such other committee of the Board of Directors as is designated by the Board of Directors (the “Committee”). Membership on the Committee shall be limited to independent directors. The Committee may delegate certain duties to one or more officers of the Company as provided in the 2016 Plan. The Committee will determine the persons to whom awards are to be made, determine the type, size and terms of awards, interpret the 2016 Plan, establish and revise rules and regulations relating to the 2016 Plan and make any other determinations that it believes necessary for the administration of the 2016 Plan.

The compensation cost related to unvested stock options not yet recognized as of March 31, 2017 is $10.4 million and is expected to be recognized over a weighted-average period of 2.6 years.

The following weighted average assumptions were used to determine the fair value of the stock options granted on the original grant date for expense recognition purposes for options granted during the three months ended March 31,2017 and 2016 using a Black Scholes Model:

	Three months ended
	March 31, 2017			March 31, 2016
Director and Officers:
Expected dividend rate	$	0.26		$	0.22
Expected volatility	30.81		%	42.38		%
Risk-free interest rate	1.90		%	2.02		%
Expected life (in years)	5.0			8.0
Employees:
Expected dividend rate	$	0.26		$	0.22
Expected volatility	30.86		%	42.34		%
Risk-free interest rate	1.91		%	2.03		%
Expected life (in years)	5.0			8.0

The expected term of the options is based on evaluations of historical and expected future employee exercise behavior. The risk-free interest rate is based on the U.S. Treasury rates at the date of grant with maturity dates approximately equal to the expected life at the grant date. Volatility is based on historical volatility of our stock over time periods equal to the expected life at grant date.

The following is a summary of stock options vested and exercisable as of March 31, 2017:

Range of Exercise Prices	Number of Shares	Weighted Average Remaining Contractual Life (in years)	Weighted Average Exercise Price		Intrinsic Value (in thousands)
$4.54-$22.76	341,654	5.41	$	11.31	$	8,213
$23.57-$32.80	18,002	7.52	24.19		201
$32.85-$36.70	—	—	—		—
Total	359,656	5.52	$	11.96	$	8,414

The following is a summary of stock options vested and exercisable as of March 31, 2016:

Range of Exercise Prices	Number of Shares	Weighted Average Remaining Contractual Life (in years)	Weighted Average Exercise Price		Intrinsic Value (in thousands)
$4.31-$8.65	317,618	4.99	$	7.34	$	6,563
$8.70-$22.76	32,987	7.59	15.95		398
$23.57-$25.84	7,664	8.91	23.57		34
Total	358,269	5.31	$	8.48	$	6,995

A summary of option activity under the plans is as follows:

Options	Shares		Weighted Average Exercise Price
Outstanding at December 31, 2016	1,450,704		$	21.33
Granted	321,390		34.14
Exercised	(92,065	)	9.76
Forfeited or Expired	(28,132	)	28.93
Outstanding at March 31, 2017	1,651,897		$	24.34
Exercisable at March 31, 2017	359,656		$	11.96

The total intrinsic value of options exercised during the three months ended March 31,2017 and 2016 was $2.3 million and $2.0 million, respectively. The cash received from options exercised during the three months ended March 31,2017 and 2016 was $0.9 million and $0.7 million, respectively. The impact of these cash receipts is included in financing activities in the accompanying Consolidated Statements of Cash Flows.

Since 2007, as part of the LTIP and since May 2016 as part of the 2016 Plan, the Compensation Committee of the Board of Directors has authorized and issued restricted stock awards to directors and key employees. Restricted stock awards granted to directors vest one-third each year. All other restricted stock awards vest at a rate of 20% per year. The fair value of restricted stock awards is based on the fair market value of AAON, Inc. common stock on the respective grant dates, reduced for the present value of dividends.

These awards are recorded at their fair value on the date of grant and compensation cost is recorded using straight-line vesting over the service period. At March 31,2017, unrecognized compensation cost related to unvested restricted stock awards was approximately $8.2 million, which is expected to be recognized over a weighted average period of 2.1 years.

A summary of the unvested restricted stock awards is as follows:

Restricted stock	Shares		Weighted Average Grant Date Fair Value
Unvested at December 31, 2016	408,162		$	20.47
Granted	78,785		33.00
Vested	(47,496	)	20.02
Forfeited	(831	)	19.42
Unvested at March 31, 2017	438,620		$	22.77

A summary of share-based compensation is as follows:

	Three months ended
	March 31, 2017		March 31, 2016
Grant date fair value of awards during the period:	(in thousands)
Options	$	2,874	$	780
Restricted stock	2,600		1,899
Total	$	5,474	$	2,679

Share-based compensation expense:
Options	$	727	$	337
Restricted stock	918		611
Total	$	1,645	$	948

Income tax benefit/(deficiency) related to share-based compensation:
Options	$	791	$	713
Restricted stock	273		32
Total	$	1,064	$	745

In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which makes several modifications to Topic 718 including: accounting for excess tax benefits and deficiencies; classifying excess tax benefits on the statement of cash flows; accounting for forfeitures; classifying awards that permit share repurchases to satisfy statutory tax-withholding requirement; and classifying tax payments on behalf of employees on the statement of cash flows. The ASU became effective for interim and annual reporting periods beginning after December 31, 2016. We early adopted the ASU effective January 1, 2016.

The Company previously applied a forfeiture rate to its share-based compensation expense and adjusted expense to actual as awards vested and/or were forfeited. Upon adoption of ASU 2016-09, the Company accounts for forfeitures as they occur, rather than estimating forfeitures as of an award's grant date.

Tax payments made on behalf of an employee by repurchasing shares of stock are now shown separately as cash outflows from financing activities on the statement of cash flows. This provision was retrospectively adopted and prior period cash flows have been reclassified to conform with this presentation.

Additionally, the Company retrospectively adopted the provision to classify excess tax benefits and deficiencies as cash flows from operating activities as part of cash payments for taxes on the statement of cash flows. Prior period cash flows have been reclassified to conform with this presentation.

The following table displays the prior period quantitative effects on the consolidated financial statements:

	Three months ended
	March 31, 2016
	As Reported		As Restated
	(in thousands, except share and per share data)
Consolidated Statement of Income
Income tax provision	$	6,211	$	5,466
Net income	10,806		11,551
Earnings per share:
Basic	$	0.20	$	0.22
Diluted	0.20		0.22
Weighted average shares outstanding:
Diluted	53,430,103		53,593,269
Consolidated Statement of Cash Flows
Change in income taxes	$	6,734	$	5,989

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Earnings Per Share

3 Months Ended

Mar. 31, 2017

Earnings Per Share [Abstract]

Earnings Per Share

Earnings Per Share

Basic net income per share is calculated by dividing net income by the weighted average number of shares of common stock outstanding during the period. Diluted net income per share assumes the conversion of all potentially dilutive securities and is calculated by dividing net income by the sum of the weighted average number of shares of common stock outstanding plus all potentially dilutive securities. Dilutive common shares consist primarily of stock options and restricted stock awards.

ASU 2016-09 impacts the calculation of diluted weighted average shares under the treasury stock method as the Company no longer increases or decreases the assumed proceeds from an employee vesting in, or exercising, a share-based payment award by the amount of excess tax benefits or deficiencies taken to additional paid-in capital.

	Three months ended
	March 31, 2017		March 31, 2016
	(in thousands, except share and per share data)
Numerator:
Net income	$	10,217	$	11,551
Denominator:
Basic weighted average shares	52,622,539		53,061,058
Effect of dilutive stock options and restricted stock	567,518		532,211
Diluted weighted average shares	53,190,057		53,593,269
Earnings per share:
Basic	$	0.19	$	0.22
Diluted	$	0.19	$	0.22
Anti-dilutive shares:
Shares	783,965		491,132

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Stockholders' Equity

3 Months Ended

Mar. 31, 2017

Stockholders' Equity Note [Abstract]

Stockholders' Equity

Stockholders’ Equity

Stock Repurchase - The Board has authorized three stock repurchase programs for the Company. The Company may purchase shares on the open market from time to time, up to a total of 5.7 million shares. The Board must authorize the timing and amount of these purchases. Effective May 24, 2016, the Board authorized up to $25.0 million in open market repurchases and on June 2, 2016, the Company executed a repurchase agreement in accordance with the rules and regulations of the SEC allowing the Company to repurchase an aggregate amount of $25.0 million or a total of approximately 2.0 million shares from the open market. The agreement will terminate upon the aforementioned thresholds having been met, on April 15, 2017, or upon other provisions contained in the repurchase agreement by either the Company or its agent. The Company also has a stock repurchase arrangement by which employee-participants in our 401(k) savings and investment plan are entitled to have shares in AAON, Inc. stock in their accounts sold to the Company. The maximum number of shares to be repurchased is contingent upon the number of shares sold by employee-participants. Lastly, the Company repurchases shares of AAON, Inc. stock from certain of its directors and employees for payment of statutory tax withholdings on stock transactions. A11 other repurchases from directors or employees are contingent upon Board approval. All repurchases are done at current market prices.

Our repurchase activity is as follows:

	Three Months Ended   March 31,										Inception to date
	2017					2016
Program	Shares	Total $		$ per share		Shares	Total $		$ per share		Shares	Total $		$ per share
Open market	6,100	$	195,993	$	32.13	—	$	—	$	—	3,840,919	$	61,144,453	$	15.92
401(k)	176,429	6,107,515		34.62		138,680	3,275,139		23.62		6,258,872	71,852,235		11.48
Directors and employees	16,399	559,605		34.12		7,604	180,362		23.72		1,890,031	16,223,214		8.58
Total	198,928	$	6,863,113	$	34.50	146,284	$	3,455,501	$	23.62	11,989,822	$	149,219,902	$	12.45

Dividends - At the discretion of the Board of Directors, we pay semi-annual cash dividends. Board approval is required to determine the date of declaration and amount for each semi-annual dividend payment.

Our recent dividends are as follows:

Declaration Date	Record Date	Payment Date	Dividend per Share
May 24, 2016	June 10, 2016	July 1, 2016	$	0.11
November 9, 2016	December 2, 2016	December 23, 2016	$	0.13

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2017

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

We are subject to various claims and legal actions that arise in the ordinary course of business. We closely monitor these claims and legal actions and frequently consult with our legal counsel to determine whether they may, when resolved, have a material adverse effect on our financial position, results of operations or cash flows and we accrue and/or disclose loss contingencies as appropriate. We have concluded that the likelihood is remote that the ultimate resolution of any pending litigation or claims will be material or have a material adverse effect on the Company's business, financial position, results of operations or cash flows.

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Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2017

Basis of Presentation and Significant Accounting Policies [Abstract]

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP  requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Because these estimates and assumptions require significant judgment, actual results could differ from those estimates and could have a significant impact on our results of operations, financial position and cash flows. We reevaluate our estimates and assumptions as needed, but at a minimum on a quarterly basis. The most significant estimates include, but are not limited to, the allowance for doubtful accounts, inventory reserves, warranty accrual, worker's compensation accrual, medical insurance accrual, income taxes and share-based compensation. Actual results could differ materially from those estimates.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

Changes to U.S. GAAP are established by the Financial Accounting Standards Board ("FASB") in the form of Accounting Standards Updates ("ASUs") to the FASB's Accounting Standards Codification.

We consider the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial statements and notes thereto.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. In August 2015, with the issuance of ASU 2015-14, the FASB amended the effective date for us to January 1, 2018.

The following ASUs were issued in 2016 along with ASU 2014-09 with the same effective dates and transition requirements:

• ASU 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net), which provides implementation guidance for Topic 606 on principal versus agent considerations.

• ASU 2016-10, Identifying Performance Obligations and Licensing, which provides clarification for two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance.

• ASU 2016-12, Revenue from Contracts with Customers, which further amends Topic 606.

• ASU 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers, which further amends Topic 606.

The Company plans to adopt using the retrospective transition method. The Company has begun assessing the impact of ASU 2015-09 and believes the impact will not be material to the consolidated financial statements. We do not expect to complete our evaluation until after our first quarter of 2017. Once we adopt ASU 2014-09, we do not anticipate that our internal control framework will materially change, but rather that existing internal controls will be modified and augmented, as necessary, to consider our new revenue recognition policy effective January 1, 2018.

In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which will address certain aspects of recognition, measurement, presentation and disclosure of financial instruments. The ASU becomes effective in the annual reporting period beginning after December 31, 2017, including interim reporting periods. We do not expect ASU 2016-01 will have a material effect on our consolidated financial statements and notes thereto.

In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which makes several modifications to Topic 718 including: accounting for excess tax benefits and deficiencies; classifying excess tax benefits on the statement of cash flows; accounting for forfeitures; classifying awards that permit share repurchases to satisfy statutory tax-withholding requirement; and classifying tax payments on behalf of employees on the statement of cash flows. The ASU became effective for interim and annual reporting periods beginning after December 31, 2016. We early adopted the ASU effective January 1, 2016.

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Investments (Tables)

3 Months Ended

Mar. 31, 2017

Investments [Abstract]

Amortized Cost and Estimated Fair Value of Investments Held to Maturity

The following summarizes the amortized cost and estimated fair value of our investments held to maturity as of

March 31, 2017 and December 31, 2016:

	Amortized Cost		Gross Unrealized Gain		Gross Unrealized (Loss)			Fair Value
March 31, 2017:	(in thousands)
Current assets:
Investments held to maturity	$	7,139	$	—	$	(3	)	$	7,136
Non current assets:
Investments held to maturity	—		—		—			—
Total	$	7,139	$	—	$	(3	)	$	7,136
December 31, 2016:
Current assets:
Investments held to maturity	$	14,083	$	—	$	(12	)	$	14,071
Non current assets:
Investments held to maturity	—		—		—			—
Total	$	14,083	$	—	$	(12	)	$	14,071

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Accounts Receivable (Tables)

3 Months Ended

Mar. 31, 2017

Receivables [Abstract]

Accounts Receivable

	March 31, 2017			December 31, 2016
	(in thousands)
Accounts receivable	$	44,651		$	43,091
Less:  Allowance for doubtful accounts	(274		)	(90		)
Total, net	$	44,377		$	43,001

Allowance for Doubtful Accounts

	Three months ended
	March 31, 2017		March 31, 2016
Allowance for doubtful accounts:	(in thousands)
Balance, beginning of period	$	90	$	115
Provisions for losses on accounts receivables, net of recoveries	184		123
Accounts receivable written off	—		—
Balance, end of period	$	274	$	238

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Inventories (Tables)

3 Months Ended

Mar. 31, 2017

Inventory Disclosure [Abstract]

Inventories

	March 31, 2017			December 31, 2016
	(in thousands)
Raw materials	$	52,268		$	43,438
Work in process	1,836			2,279
Finished goods	3,326			3,017
	57,430			48,734
Less:  Allowance for excess and obsolete inventories	(1,442		)	(1,382		)
Total, net	$	55,988		$	47,352

Inventories (Allowance)

The related changes in the allowance for excess and obsolete inventories account are as follows:

	Three months ended
	March 31, 2017		March 31, 2016
Allowance for excess and obsolete inventories:	(in thousands)
Balance, beginning of period	$	1,382	$	757
Provisions for excess and obsolete inventories	60		137
Inventories written off	—		—
Balance, end of period	$	1,442	$	894

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Supplemental Cash Flow Information (Tables)

3 Months Ended

Mar. 31, 2017

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

	Three months ended
	March 31, 2017		March 31, 2016
Supplemental disclosures:	(in thousands)
Interest paid	$	—	$	—
Income taxes paid	$	361	$	518
Non-cash investing and financing activities:
Non-cash capital expenditures	$	1,098	$	(555	)

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Warranties (Tables)

3 Months Ended

Mar. 31, 2017

Guarantees [Abstract]

Warranty

Changes in the warranty accrual are as follows:

	Three months ended
	March 31, 2017			March 31, 2016
Warranty accrual:	(in thousands)
Balance, beginning of period	$	7,936		$	8,469
Payments made	(1,342		)	(653		)
Provisions	1,218			314
Balance, end of period	$	7,812		$	8,130
Warranty expense:	$	1,218		$	314

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Accrued Liabilities (Tables)

3 Months Ended

Mar. 31, 2017

Payables and Accruals [Abstract]

Accrued Liabilities

Accrued liabilities are as follows:

	March 31, 2017		December 31, 2016
	(in thousands)
Warranty	$	7,812	$	7,936
Due to representatives	11,225		9,907
Payroll	2,116		4,129
Profit sharing	1,656		1,967
Worker's compensation	558		580
Medical self-insurance	536		872
Customer prepayments	2,605		2,256
Donations	600		600
Employee benefits and other	4,078		3,693
Total	$	31,186	$	31,940

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Income Taxes (Tables)

3 Months Ended

Mar. 31, 2017

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense (Benefit)

The provision (benefit) for income taxes consists of the following:

	Three months ended
	March 31, 2017		March 31, 2016
	(in thousands)
Current	$	3,591	$	6,496
Deferred	720		(1,030		)
	$	4,311	$	5,466

Schedule of Effective Income Tax Rate Reconciliation

The reconciliation of the Federal statutory income tax rate to the effective income tax rate is as follows:

	Three months ended
	March 31, 2017		March 31, 2016
Federal statutory rate	35.0	%	35.0	%
State income taxes, net of Federal benefit	3.4		5.0
Domestic manufacturing deduction	(2.9	)	(3.0	)
Excess tax benefits	(7.1	)	(4.4	)
Other	1.3		(0.5	)
Effective tax rate	29.7	%	32.1	%

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Share-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Summary of Stock Option Assumptions

The following weighted average assumptions were used to determine the fair value of the stock options granted on the original grant date for expense recognition purposes for options granted during the three months ended March 31,2017 and 2016 using a Black Scholes Model:

	Three months ended
	March 31, 2017			March 31, 2016
Director and Officers:
Expected dividend rate	$	0.26		$	0.22
Expected volatility	30.81		%	42.38		%
Risk-free interest rate	1.90		%	2.02		%
Expected life (in years)	5.0			8.0
Employees:
Expected dividend rate	$	0.26		$	0.22
Expected volatility	30.86		%	42.34		%
Risk-free interest rate	1.91		%	2.03		%
Expected life (in years)	5.0			8.0

Summary of Stock Options Outstanding

The following is a summary of stock options vested and exercisable as of March 31, 2017:

Range of Exercise Prices	Number of Shares	Weighted Average Remaining Contractual Life (in years)	Weighted Average Exercise Price		Intrinsic Value (in thousands)
$4.54-$22.76	341,654	5.41	$	11.31	$	8,213
$23.57-$32.80	18,002	7.52	24.19		201
$32.85-$36.70	—	—	—		—
Total	359,656	5.52	$	11.96	$	8,414

The following is a summary of stock options vested and exercisable as of March 31, 2016:

Range of Exercise Prices	Number of Shares	Weighted Average Remaining Contractual Life (in years)	Weighted Average Exercise Price		Intrinsic Value (in thousands)
$4.31-$8.65	317,618	4.99	$	7.34	$	6,563
$8.70-$22.76	32,987	7.59	15.95		398
$23.57-$25.84	7,664	8.91	23.57		34
Total	358,269	5.31	$	8.48	$	6,995

Summary of Stock Option Activity

A summary of option activity under the plans is as follows:

Options	Shares		Weighted Average Exercise Price
Outstanding at December 31, 2016	1,450,704		$	21.33
Granted	321,390		34.14
Exercised	(92,065	)	9.76
Forfeited or Expired	(28,132	)	28.93
Outstanding at March 31, 2017	1,651,897		$	24.34
Exercisable at March 31, 2017	359,656		$	11.96

Summary of Unvested Restricted Stock Awards

A summary of the unvested restricted stock awards is as follows:

Restricted stock	Shares		Weighted Average Grant Date Fair Value
Unvested at December 31, 2016	408,162		$	20.47
Granted	78,785		33.00
Vested	(47,496	)	20.02
Forfeited	(831	)	19.42
Unvested at March 31, 2017	438,620		$	22.77

Summary of Grant Date Fair Value of Awards During Period

A summary of share-based compensation is as follows:

	Three months ended
	March 31, 2017		March 31, 2016
Grant date fair value of awards during the period:	(in thousands)
Options	$	2,874	$	780
Restricted stock	2,600		1,899
Total	$	5,474	$	2,679

Summary of Share-Based Compensation Expense

Share-based compensation expense:
Options	$	727	$	337
Restricted stock	918		611
Total	$	1,645	$	948

Summary of Income Tax Benefit Related to Share-Based Compensation

Income tax benefit/(deficiency) related to share-based compensation:
Options	$	791	$	713
Restricted stock	273		32
Total	$	1,064	$	745

Schedule of Quantitative Effects on Consolidated Financial Statements

The following table displays the prior period quantitative effects on the consolidated financial statements:

	Three months ended
	March 31, 2016
	As Reported		As Restated
	(in thousands, except share and per share data)
Consolidated Statement of Income
Income tax provision	$	6,211	$	5,466
Net income	10,806		11,551
Earnings per share:
Basic	$	0.20	$	0.22
Diluted	0.20		0.22
Weighted average shares outstanding:
Diluted	53,430,103		53,593,269
Consolidated Statement of Cash Flows
Change in income taxes	$	6,734	$	5,989

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Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2017

Earnings Per Share [Abstract]

Earnings Per Share

	Three months ended
	March 31, 2017		March 31, 2016
	(in thousands, except share and per share data)
Numerator:
Net income	$	10,217	$	11,551
Denominator:
Basic weighted average shares	52,622,539		53,061,058
Effect of dilutive stock options and restricted stock	567,518		532,211
Diluted weighted average shares	53,190,057		53,593,269
Earnings per share:
Basic	$	0.19	$	0.22
Diluted	$	0.19	$	0.22
Anti-dilutive shares:
Shares	783,965		491,132

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Stockholders' Equity Stockholders' Equity (Tables)

3 Months Ended

Mar. 31, 2017

Stockholders' Equity Note [Abstract]

Schedule of Share Repurchases

Our repurchase activity is as follows:

	Three Months Ended   March 31,										Inception to date
	2017					2016
Program	Shares	Total $		$ per share		Shares	Total $		$ per share		Shares	Total $		$ per share
Open market	6,100	$	195,993	$	32.13	—	$	—	$	—	3,840,919	$	61,144,453	$	15.92
401(k)	176,429	6,107,515		34.62		138,680	3,275,139		23.62		6,258,872	71,852,235		11.48
Directors and employees	16,399	559,605		34.12		7,604	180,362		23.72		1,890,031	16,223,214		8.58
Total	198,928	$	6,863,113	$	34.50	146,284	$	3,455,501	$	23.62	11,989,822	$	149,219,902	$	12.45

Schedule of Dividends Payable

Our recent dividends are as follows:

Declaration Date	Record Date	Payment Date	Dividend per Share
May 24, 2016	June 10, 2016	July 1, 2016	$	0.11
November 9, 2016	December 2, 2016	December 23, 2016	$	0.13

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Revenue Recognition (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Revenue Recognition [Abstract]
Payments to representatives	$ 11.9	$ 14.0
Extended product warranties, minimum length	6 months
Extended product warranties, maximum length	10 years

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Investments (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Schedule of Investments [Line Items]
Certificates of deposits	$ 3,100	$ 5,500
Certificates of deposit interest rate, lower range	0.55%
Certificates of deposit interest rate, upper range	0.90%
Investments held to maturity	$ 7,139	$ 14,083
Minimum [Member]
Schedule of Investments [Line Items]
Certificates of deposit maturity dates	1 month
Investments maturity dates	1 month
Maximum [Member]
Schedule of Investments [Line Items]
Certificates of deposit maturity dates	4 months
Investments maturity dates	3 months

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Investments (Investments Held to Maturity) (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Gain (Loss) on Investments [Line Items]
Amortized Cost	$ 7,139	$ 14,083
Gross Unrealized Gain	0	0
Gross Unrealized (Loss)	(3)	(12)
Fair Value	7,136	14,071
Current Assets [Member]
Gain (Loss) on Investments [Line Items]
Amortized Cost	7,139	14,083
Gross Unrealized Gain	0	0
Gross Unrealized (Loss)	(3)	(12)
Fair Value	7,136	14,071
Non Current Assets [Member]
Gain (Loss) on Investments [Line Items]
Amortized Cost	0	0
Gross Unrealized Gain	0	0
Gross Unrealized (Loss)	0	0
Fair Value	$ 0	$ 0

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Accounts Receivable (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Receivables [Abstract]
Accounts receivable	$ 44,651	$ 43,091
Less: Allowance for doubtful accounts	(274)	(90)
Total, net	$ 44,377	$ 43,001

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Accounts Receivable (Allowance) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Allowance for Doubtful Accounts Receivable [Roll Forward]
Balance, beginning of period	$ 90	$ 115
Provisions for losses on accounts receivables, net of recoveries	(184)	(123)
Accounts receivable written off, net of recoveries	0	0
Balance, end of period	$ 274	$ 238

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Inventories (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016	Mar. 31, 2016	Dec. 31, 2015
Inventory Disclosure [Abstract]
Raw materials	$ 52,268	$ 43,438
Work in process	1,836	2,279
Finished goods	3,326	3,017
Inventory, gross	57,430	48,734
Less: Allowance for excess and obsolete inventories	(1,442)	(1,382)	$ (894)	$ (757)
Total, net	$ 55,988	$ 47,352

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Inventories (Allowance) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Inventory Valuation Reserves [Roll Forward]
Balance, beginning of period	$ 1,382	$ 757
Provisions for excess and obsolete inventories	60	137
Inventories written off	0	0
Balance, end of period	$ 1,442	$ 894

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Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Supplemental disclosure:
Interest paid	$ 0	$ 0
Income taxes paid	361	518
Non-cash investing and financing activities:
Non-cash capital expenditures	$ 1,098	$ 555

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Warranties (Narrative) (Details)	3 Months Ended
	Mar. 31, 2017
Guarantees [Abstract]
Product warranty accrual, minimum length	18 months
Product warranty accrual, maximum length	25 years

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Warranties (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Movement in Standard Product Warranty Accrual [Roll Forward]
Balance, beginning of period	$ 7,936	$ 8,469
Payments made	(1,342)	(653)
Provisions	1,218	314
Balance, end of period	7,812	8,130
Warranty expense	$ 1,218	$ 314

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Accrued Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Payables and Accruals [Abstract]
Warranty	$ 7,812	$ 7,936
Due to representatives	11,225	9,907
Payroll	2,116	4,129
Profit sharing	1,656	1,967
Worker's compensation	558	580
Medical self-insurance	536	872
Customer prepayments	2,605	2,256
Donations	600	600
Employee benefits and other	4,078	3,693
Total	$ 31,186	$ 31,940

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Revolving Credit Facility (Details)	3 Months Ended
	Mar. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)
Line of Credit Facility [Line Items]
Actual net worth for compliance	$ 211,800,000
Minimum net worth required for compliance	$ 125,000,000.0
Ratio of total liability to net worth	0.25
Maximum ratio of total liability to net worth for compliance	2
Borrowings outstanding under revolving credit facility	$ 0	$ 0
Fees associated with unused portion of committed amount	0
Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Credit facility maximum borrowings	30,000,000.0
Standby letter of credit	800,000.0
Borrowings available under the revolving credit facility	$ 29,200,000.0
Frequency of periodic payment	monthly
Revolving Credit Facility [Member] | LIBOR [Member]
Line of Credit Facility [Line Items]
Stated percentage	2.50%

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Income Taxes (Provision (Benefit) for Income Taxes) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Current	$ 3,591	$ 6,496
Deferred	720	(1,030)
Provision (benefit) for income taxes	$ 4,311	$ 5,466

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Income Taxes (Reconciliation of Federal Statutory Income Tax Rate) (Details)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Federal statutory rate	35.00%	35.00%
State income taxes, net of Federal benefit	3.40%	5.00%
Domestic manufacturing deduction	(2.90%)	(3.00%)
Excess tax benefits	(7.10%)	(4.40%)
Other	1.30%	(0.50%)
Effective tax rate	29.70%	32.10%

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Income Taxes (Narrative) (Details)	3 Months Ended
	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Expected effective income tax rate for the year	36.00%

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Share-Based Compensation (Narrative) (Details) - USD ($) $ in Millions			3 Months Ended
	May 24, 2016	May 22, 2007	Mar. 31, 2017	Mar. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock authorized to be issued under plan (in shares)	3,800,000.0
Unrecognized pre-tax compensation cost			$ 10.4
Weighted average recognition period (in years)			2 years 7 months 6 days
Total intrinsic value of options exercised during period			$ 2.3	$ 2.0
Cash received from options exercised during period			0.9	$ 0.7
2007 Long-Term Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock authorized to be issued under plan (in shares)	400,000.0	3,281,250
Unrecognized pre-tax compensation cost			$ 8.2
Weighted average recognition period (in years)			2 years 1 month 6 days
2007 Long-Term Incentive Plan Employees [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise price of shares granted may not be less than fair market value (percentage)		100.00%
2016 Long-Term Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock authorized to be issued under plan (in shares)	3,400,000.0
Exercise price of shares granted may not be less than fair market value (percentage)	100.00%
Restricted Stock [Member] | 2007 Long-Term Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Annual vesting period			20.00%
Director [Member] | Options Granted on or after May 25, 2004 [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Annual vesting period			33.33%

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Share-Based Compensation (Summary of Assumptions) (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Director and Officers [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend rate	$ 0.26	$ 0.22
Expected volatility	30.81%	42.38%
Risk-free interest rate	1.90%	2.02%
Expected life	5 years	8 years
2007 Long-Term Incentive Plan Employees [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend rate	$ 0.26	$ 0.22
Expected volatility	30.86%	42.34%
Risk-free interest rate	1.91%	2.03%
Expected life	5 years	8 years

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Share-Based Compensation (Summary of Stock Options Outstanding) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of shares vested and exercisable	359,656	358,269
Options vested and exercisable weighted average remaining contractual life	5 years 6 months 6 days	5 years 3 months 22 days
Options vested and exercisable weighted average exercise price	$ 11.96	$ 8.48
Options vested and exercisable intrinsic value	$ 8,414	$ 6,995
$4.54-$22.76
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of exercise prices, lower range	$ 4.54
Range of exercise prices, upper range	$ 22.76
Number of shares vested and exercisable	341,654
Options vested and exercisable weighted average remaining contractual life	5 years 4 months 27 days
Options vested and exercisable weighted average exercise price	$ 11.31
Options vested and exercisable intrinsic value	$ 8,213
$23.57-$32.80
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of exercise prices, lower range	$ 23.57
Range of exercise prices, upper range	$ 32.80
Number of shares vested and exercisable	18,002
Options vested and exercisable weighted average remaining contractual life	7 years 6 months 6 days
Options vested and exercisable weighted average exercise price	$ 24.19
Options vested and exercisable intrinsic value	$ 201
$32.85-$36.70
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of exercise prices, lower range	$ 32.85
Range of exercise prices, upper range	$ 36.70
Number of shares vested and exercisable	0
Options vested and exercisable weighted average exercise price	$ 0.00
Options vested and exercisable intrinsic value	$ 0
$4.31-$8.65
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of exercise prices, lower range		$ 4.31
Range of exercise prices, upper range		$ 8.65
Number of shares vested and exercisable		317,618
Options vested and exercisable weighted average remaining contractual life		4 years 11 months 25 days
Options vested and exercisable weighted average exercise price		$ 7.34
Options vested and exercisable intrinsic value		$ 6,563
$8.70-$22.76
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of exercise prices, lower range		$ 8.70
Range of exercise prices, upper range		$ 22.76
Number of shares vested and exercisable		32,987
Options vested and exercisable weighted average remaining contractual life		7 years 7 months 1 day
Options vested and exercisable weighted average exercise price		$ 15.95
Options vested and exercisable intrinsic value		$ 398
$23.57-$25.84
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of exercise prices, lower range		$ 23.57
Range of exercise prices, upper range		$ 25.84
Number of shares vested and exercisable		7,664
Options vested and exercisable weighted average remaining contractual life		8 years 10 months 28 days
Options vested and exercisable weighted average exercise price		$ 23.57
Options vested and exercisable intrinsic value		$ 34

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Share-Based Compensation (Summary of Stock Option Activity) (Details) - $ / shares	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Shares [Roll Forward]
Outstanding, beginning of period (in shares)	1,450,704
Granted (in shares)	321,390
Exercised (in shares)	(92,065)
Forfeited or Expired (in shares)	(28,132)
Outstanding, end of period (in shares)	1,651,897
Exercisable, end of period (in shares)	359,656	358,269
Weighted Average Exercise Price [Roll Forward]
Outstanding, beginning of period (weighted average exercise price)	$ 21.33
Granted (weighted average exercise price)	34.14
Exercised (weighted average exercise price)	9.76
Forfeited or Expired (weighted average exercise price)	28.93
Outstanding, end of period (weighted average exercise price)	24.34
Exercisable, end of period (weighted average exercise price)	$ 11.96	$ 8.48

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Share-Based Compensation (Summary of Unvested Restricted Stock Awards) (Details)	3 Months Ended
	Mar. 31, 2017 $ / shares shares
Shares [Roll Forward]
Unvested, beginning of period (in shares) | shares	408,162
Granted (in shares) | shares	78,785
Vested (in shares) | shares	(47,496)
Forfeited (in shares) | shares	(831)
Unvested, end of period (in shares) | shares	438,620
Weighted Average Grant Date Fair Value [Roll Forward]
Unvested, beginning of period (weighted average grant date fair value) | $ / shares	$ 20.47
Granted (weighted average grant date fair value) | $ / shares	33.00
Vested (weighted average grant date fair value) | $ / shares	20.02
Forfeited (weighted average grant date fair value) | $ / shares	19.42
Unvested, end of period (weighted average grant date fair value) | $ / shares	$ 22.77

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Share-Based Compensation (Summary of Grant Date Fair Value of Awards) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Options	$ 2,874	$ 780
Restricted stock	2,600	1,899
Total	$ 5,474	$ 2,679

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Share-Based Compensation (Summary of Share-Based Compensation Expense) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Options	$ 727	$ 337
Restricted stock	918	611
Total	$ 1,645	$ 948

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Share-Based Compensation (Summary of Income Tax Benefit Related to Share-Based Compensation) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Options	$ 791	$ 713
Restricted stock	273	32
Total	$ 1,064	$ 745

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Share-Based Compensation Share-Based Compensation (Summary of Quantitative Effects on Consolidated Financial Statements) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Income tax provision	$ 4,311	$ 5,466
Net income	$ 10,217	$ 11,551
Basic (usd per share)	$ 0.19	$ 0.22
Diluted (usd per share)	$ 0.19	$ 0.22
Diluted weighted average shares (in shares)	53,190,057	53,593,269
Change in income taxes	$ 3,230	$ 5,989
As Reported [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Income tax provision		6,211
Net income		$ 10,806
Basic (usd per share)		$ 0.20
Diluted (usd per share)		$ 0.20
Diluted weighted average shares (in shares)		53,430,103
Change in income taxes		$ 6,734

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Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Earnings Per Share [Abstract]
Net income	$ 10,217	$ 11,551
Basic weighted average shares (in shares)	52,622,539	53,061,058
Effect of dilutive stock options and restricted stock (in shares)	567,518	532,211
Diluted weighted average shares (in shares)	53,190,057	53,593,269
Basic (usd per share)	$ 0.19	$ 0.22
Diluted (usd per share)	$ 0.19	$ 0.22
Anti-dilutive shares (in shares)	783,965	491,132

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Stockholders' Equity (Details) - USD ($)			3 Months Ended		82 Months Ended	125 Months Ended	141 Months Ended
	Nov. 09, 2016	May 24, 2016	Mar. 31, 2017	Mar. 31, 2016	Mar. 31, 2017	Mar. 31, 2017	Mar. 31, 2017	Jun. 02, 2016	May 19, 2015
Schedule of Shareholders' Equity [Line Items]
Stock repurchased during period (in shares)			198,928	146,284			11,989,822
Aggregate price of shares repurchased since inception			$ 6,863,113	$ 3,455,501			$ 149,219,902
Average price of shares repurchased since inception (per share)			$ 34.50	$ 23.62			$ 12.45
Cash dividends declared per common share			$ 0	$ 0
Dividend Declared [Member]
Schedule of Shareholders' Equity [Line Items]
Cash dividends declared per common share	$ 0.13	$ 0.11
2010 Stock Repurchase Program [Member]
Schedule of Shareholders' Equity [Line Items]
Stock repurchase program amount authorized (in shares)								2,000,000.0	5,700,000.0
Stock Repurchase Program, Authorized Amount		$ 25,000,000						$ 25,000,000
Stock repurchased during period (in shares)			6,100	0	3,840,919
Aggregate price of shares repurchased since inception			$ 195,993	$ 0	$ 61,144,453
Average price of shares repurchased since inception (per share)			$ 32.13	$ 0.00	$ 15.92
2005 401(k) Stock Repurchase Program [Member]
Schedule of Shareholders' Equity [Line Items]
Stock repurchased during period (in shares)			176,429	138,680			6,258,872
Aggregate price of shares repurchased since inception			$ 6,107,515	$ 3,275,139			$ 71,852,235
Average price of shares repurchased since inception (per share)			$ 34.62	$ 23.62			$ 11.48
2006 Director and Officer Repurchase Program [Member]
Schedule of Shareholders' Equity [Line Items]
Stock repurchased during period (in shares)			16,399	7,604		1,890,031
Aggregate price of shares repurchased since inception			$ 559,605	$ 180,362		$ 16,223,214
Average price of shares repurchased since inception (per share)			$ 34.12	$ 23.72		$ 8.58