7. STOCK-BASED COMPENSATION

In November 2004, the Company adopted the Omnibus Long-Term Incentive Plan ("2004 Plan"). Under the 2004 Plan, 2,600,000 shares of common stock have been authorized for future grants to officers, directors, key employees and other persons. The 2004 Plan provides for the grant of stock options, unrestricted stock, restricted stock, dividend equivalent rights, SSARs and cash awards. Any of these awards may, but need not, be made as performance incentives. Stock options granted under the 2004 Plan may be non-qualified stock options or incentive stock options.

The Company recognized stock-based compensation expense as follows:

	For the Fiscal Years Ended June 30,

	2013		2012		2011
	(Amounts in thousands)
Stock options	$	456	$	446	$	415
Stock appreciation rights		1,107		1,219		815
Restricted stock		3,240		2,757		2,165
Performance stock		898		2,085		3,099

Total stock-based compensation expense	$	5,701	$	6,507	$	6,494

Stock-based compensation expense is included within general and administrative in the consolidated statements of operations and comprehensive income.

As of June 30, 2013, there were 932,615 shares of common stock reserved for future issuance under the 2004 Plan.

Stock Options and Stock Appreciation Rights

Stock option and SSARs awards are granted with an exercise price equal to the closing market price of the Company's stock at the date of grant. Stock option and SSARs awards granted to officers, key employees and other persons vest based on one to three years of continuous service. Stock option and SSARs awards have 10 year contractual terms.

To determine stock-based compensation expense for stock options and SSARs, the fair value of each stock option and SSAR is estimated on the date of grant using the Black-Scholes-Merton ("Black-Scholes") option pricing model for all periods presented. The Black-Scholes model requires key assumptions in order to determine fair value. Those key assumptions during the fiscal year 2013, 2012 and 2011 grants are noted in the following table:

	Stock Options									SSARs

	2013			2012			2011			2013			2012			2011
Weighted-average expected volatility		43.1	%		45.1	%		46.8	%		43.7	%		45.3	%		46.0	%
Weighted-average expected life in years		5.5			5.7			5.7			6.4			6.1			6.0
Weighted-average dividend yield		0.86	%		0.76	%		0.89	%		0.90	%		0.76	%		0.89	%
Weighted-average risk free interest rate		0.8	%		1.1	%		1.7	%		1.0	%		1.2	%		1.8	%

The Company's expected volatility is based on the historical volatility of the Company's stock over the expected option term. The Company's expected option term is determined by historical exercise patterns along with other known employee or company information at the time of grant. The risk free interest rate is based on the zero-coupon U.S. Treasury bond at the time of grant with a term approximate to the expected option term.

Stock Options

A summary of stock option activity under the 2004 Plan for the fiscal year ended June 30, 2013, is presented below.

			Weighted- Average Exercise Price			Aggregate Intrinsic Value (in thousands)

Outstanding at July 1, 2012	166,050		$	36.46
Granted	19,904		$	72.87
Exercised	(65,341	)	$	29.14
Forfeited	(1,300	)	$	75.32

Outstanding at June 30, 2013	119,313		$	46.12	6.0	$	775

Exercisable at June 30, 2013	84,021		$	37.16	4.9	$	775

The weighted-average grant date fair value of options granted during the fiscal years ended June 30, 2013, 2012 and 2011, was $26.76, $27.23 and $20.56, respectively. The total intrinsic value of options exercised during the fiscal years ended June 30, 2013, 2012 and 2011, were $4.1 million, $8.7 million, and $0.7 million, respectively.

A summary of the status of the Company's non-vested stock options for the fiscal year ended June 30, 2013, is presented below:

			Weighted- Average Grant Date Fair Value

Non-vested at July 1, 2012	34,597		$	24.35
Granted	19,904		$	26.76
Vested	(17,909	)	$	23.87
Forfeited	(1,300	)	$	27.55

Non-vested at June 30, 2013	35,292		$	25.83

As of June 30, 2013, there was approximately $0.5 million of total unrecognized stock-based compensation expense related to non-vested stock options granted under the 2004 Plan, which is expected to be recognized over a weighted-average period of 1.7 years.

SSARs

A summary of SSARs activity under the 2004 Plan for the fiscal year ended June 30, 2013, is presented below.

			Weighted- Average Exercise Price			Aggregate Intrinsic Value (in thousands)

Outstanding at July 1, 2012	191,216		$	49.93
Granted	55,421		$	74.86
Exercised	(66,453	)	$	43.48
Forfeited	(17,900	)	$	75.32

Outstanding at June 30, 2013	162,284		$	49.93	7.5	$	195

Exercisable at June 30, 2013	87,084		$	50.10	6.7	$	195

The weighted-average grant date fair value of SSARs granted during the fiscal years ended June 30, 2013, 2012 and 2011 was $29.78, $28.04 and $20.87, respectively. The total intrinsic value of SSARs exercised during the fiscal years ended June 30, 2013, 2012 and 2011, were $3.5 million, $0, and $0, respectively.

A summary of the status of the Company's non-vested SSARs for the fiscal year ended June 30, 2013, is presented below:

			Weighted- Average Grant Date Fair Value

Non-vested at July 1, 2012	86,573		$	24.75
Granted	55,421		$	29.78
Vested	(48,894	)	$	24.39
Forfeited	(17,900	)	$	30.01

Non-vested at June 30, 2013	75,200		$	27.44

As of June 30, 2013, there was approximately $1.3 million of total unrecognized stock-based compensation expense related to non-vested SSARs granted under the 2004 Plan, which is expected to be recognized over a weighted-average period of 1.7 years.

Other Stock-based Compensation

Performance Shares

During fiscal 2013, officers and certain employees were granted 48,600 shares of restricted common stock that can be earned only if a single pre-defined performance goal is met within five years of the date of grant ("Performance Shares"). If the performance goal is not earned by the end of this five year period, the Performance Shares will be forfeited. Vesting of Performance Shares is subject to certain performance measures being met and can be based on an interim earn out of 25%, 50%, 75% or 100%. For Performance Shares granted during fiscal year 2013, there is a single pre-defined performance goal, which is growth of adjusted free cash flow on a per share, trailing twelve month basis.

The Company measures the fair value of the Performance Shares based upon the market price of our common stock as of the date of grant. In accordance with ASC 718, the measurement date for the Performance Shares will be determined at such time that the performance goals are attained or that it is probable they will be attained. At such time that it is probable that a performance condition will be achieved, compensation expense will be measured by the number of shares that will ultimately be earned based on the grant date market price of our common stock. Interim recognition of compensation expense will be made at such time as management can reasonably estimate the number of shares that will be earned.

A summary of the status of the Company's non-vested Performance Shares for the fiscal year ended June 30, 2013, is presented below:

			Weighted- Average Grant Date Fair Value

Non-vested at July 1, 2012	64,700		$	60.09
Granted	48,600		$	73.80
Vested	—		$	—
Forfeited	(5,450	)	$	61.38

Non-vested at June 30, 2013	107,850		$	66.20

As of June 30, 2013, total unrecognized stock-based compensation expense related to Performance Shares was approximately $2.5 million, which is expected to be recognized over the average remaining vesting period of 1.8 years.

Restricted Stock

As defined in the 2004 Plan, officers, non-executive directors and certain employees may be granted shares of restricted stock that vest on continued service alone ("Restricted Stock"). During fiscal 2013, officers and certain employees were granted 30,800 shares of Restricted Stock. Restricted Stock awards granted to officers and certain employees vest over three years beginning after a two-year holding period from the date of grant with one-third of the shares vesting in years three, four and five, respectively. Also during fiscal year 2013, our non-executive directors were granted 13,050 shares of Restricted Stock. The non-executive directors' shares of Restricted Stock vest as to 50% immediately and 50% one year after the date of grant.

Shares of Restricted Stock represent issued and outstanding shares of common stock, with dividend and voting rights. The Company measures the fair value of the Restricted Stock based upon the market price of our common stock as of the date of grant. Restricted Stock is amortized over the applicable vesting period using the straight-line method. Unvested shares of Restricted Stock are subject to forfeiture upon termination of employment or service with the Company.

A summary of the status of the Company's non-vested Restricted Stock for fiscal year ended June 30, 2013, is presented below:

			Weighted- Average Grant Date Fair Value

Non-vested at July 1, 2012	237,551		$	42.93
Granted	43,850		$	73.63
Vested	(86,695	)	$	37.73

Non-vested at June 30, 2013	194,706		$	52.15

As of June 30, 2013, total unrecognized stock-based compensation expense related to Restricted Stock was approximately $5.2 million, which is expected to be recognized over the weighted-average vesting period of 3.4 years.