On June 13, 2012, the Board of Directors approved the repurchase of up to $100 million of the Company's outstanding common shares (the 2012 Repurchase Program). As of December 31, 2013, the Company has $46.9 million remaining under the 2012 Repurchase Program to repurchase additional shares.

Share purchases may be made in the open market, in privately negotiated transactions or block transactions, at the discretion of the Company's management and as market conditions warrant. Purchases will be funded from available cash and may be commenced, suspended or discontinued at any time without prior notice. Shares repurchased under the program will be retired. During 2013, the Company repurchased a total of 2.1 million common shares for $41.2 million at an average price of $19.65 per share. During 2012, the Company repurchased a total of 3.2 million common shares for $47.1 million at an average price of $14.59 per share. During 2011, the Company repurchased a total of 3.7 million common shares for $56.3 million at an average price of $15.13 per share.

The Benchmark Electronics, Inc. 2000 Stock Awards Plan (the 2000 Plan) and the Benchmark Electronics, Inc. 2010 Omnibus Incentive Compensation Plan (the 2010 Plan) authorize the Company, upon recommendation of the compensation committee of the Board of Directors, to grant a variety of types of awards, including stock options, restricted shares, restricted stock units, stock appreciation rights, performance compensation awards, phantom stock awards and deferred share units, or any combination thereof, to any director, officer, employee or consultant (including any prospective director, officer, employee or consultant) of the Company. Stock options are granted to employees with an exercise price equal to the market price of the Company's common shares on the date of grant, generally vest over a four-year period from the date of grant and have a term of ten years. Restricted shares, restricted stock units and phantom stock awards granted to employees generally vest over a four-year period from the date of grant, subject to the continued employment of the employee by the Company. The 2000 Plan expired on February 16, 2010 and no additional grants can be made under that plan. The 2010 Plan was approved by the Company's shareholders on May 18, 2010. Members of the Board of Directors who are not employees of the Company hold awards under the Benchmark Electronics, Inc. 2002 Stock Option Plan for Non-Employee Directors (the 2002 Plan). Stock options were granted pursuant to the 2002 Plan upon the occurrence of the non-employee director's election or re-election to the Board of Directors. All awards under the 2002 Plan were fully vested upon the date of grant and have a term of ten years. The 2002 Plan was approved by the Company's shareholders on May 14, 2002 and expired February 26, 2012. No additional grants may be made under the 2002 Plan. Non-employee directors are currently eligible to receive equity awards under the 2010 Plan. Beginning in 2011, awards under the 2010 Plan to non-employee directors were in the form of restricted stock units, which vest in equal quarterly installments over a one-year period, starting from the grant date. As of December 31, 2013, 2.2 million additional common shares are available for issuance under the Company's existing plans.

The following table summarizes the activities relating to the Company’s stock options:
				Weighted-
			Weighted-	Average
			Average	Remaining		Aggregate
	Number of		Exercise	Contractual		Intrinsic
(in thousands, except per share data)	Options		Price	Term (Years)		Value
Outstanding at December 31, 2010	4,825	$	19.18
Granted	399		18.56
Exercised	(257)		9.98
Forfeited or expired	(442)		18.74
Outstanding at December 31, 2011	4,525		19.69
Granted	432		15.77
Exercised	(375)		12.42
Forfeited or expired	(342)		20.42
Outstanding at December 31, 2012	4,240		19.88
Granted	348		17.37
Exercised	(713)		15.72
Forfeited or expired	(791)		22.88
Outstanding at December 31, 2013	3,084	$	19.79	4.78	$	11,875

Exercisable at December 31, 2013	2,360	$	20.63	3.67	$	7,494

The aggregate intrinsic value in the table above is before income taxes and is calculated as the difference between the exercise price of the underlying options and the Company's closing stock price as of the last business day of the year ended December 31, 2013 for options that had exercise prices that were below the closing price.

At December 31, 2013, 2012 and 2011, the number of options exercisable was 2.4 million, 3.5 million and 3.7 million, respectively, and the weighted-average exercise price of those options was $20.63, $20.46 and $20.32, respectively.

The following table summarizes the activities relating to the Company’s restricted shares:
			Weighted-
			Average
			Grant Date
(in thousands, except per share data)	Shares		Fair Value
Outstanding at December 31, 2010	178	$	17.17
Granted	195		18.57
Vested	(66)		16.66
Forfeited	(63)		17.92
Outstanding at December 31, 2011	244		18.23
Granted	209		15.56
Vested	(87)		17.57
Forfeited	(26)		17.49
Outstanding at December 31, 2012	340		16.81
Vested	(106)		17.42
Forfeited	(40)		16.40
Outstanding at December 31, 2013	194	$	16.56

The following table summarizes the activities relating to the Company’s time based restricted
stock units and phantom stock awards:
			Weighted-
			Average
			Grant Date
(in thousands, except per share data)	Shares		Fair Value
Outstanding at December 31, 2010	47	$	17.05
Granted	86		17.77
Vested	(32)		16.66
Forfeited	(18)		17.37
Outstanding at December 31, 2011	83		17.88
Granted	95		15.50
Vested	(61)		16.35
Forfeited	(14)		17.07
Outstanding at December 31, 2012	103		16.70
Granted	277		17.66
Vested	(67)		17.06
Forfeited	(10)		17.36
Outstanding at December 31, 2013	303	$	17.48

The following table summarizes the activities related to the Company’s performance based
restricted stock unit awards:
			Weighted-
			Average
			Grant Date
(in thousands, except per share data)	Shares		Fair Value
Outstanding at December 31, 2010	—	$	—
Granted⁽¹⁾	93		18.57
Forfeited	(25)		18.57
Outstanding at December 31, 2011	68		18.57
Granted⁽¹⁾	103		15.11
Forfeited	(7)		18.57
Outstanding at December 31, 2012	164		16.39
Granted⁽¹⁾	76		17.37
Forfeited	(25)		16.03
Outstanding at December 31, 2013	215	$	16.78

⁽¹⁾ Represents target number of shares that can vest based on the achievement of certain
performance criteria