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Common Shares And Stock-Based Awards Plans
12 Months Ended
Dec. 31, 2014
Stock-Based Compensation [Abstract]  
Stock-Based Compensation

Note 8—Common Shares and Stock-Based Awards Plans

 

On both December 4, 2014 and June 13, 2012, the Board of Directors approved the repurchase of up to $100 million of the Company's outstanding common shares (the 2014 Repurchase Program and the 2012 Repurchase Program, respectively). As of December 31, 2014, the Company had $100.0 million and $3.1 million, respectively, remaining under the 2014 and 2012 Repurchase Programs 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 2014, the Company repurchased a total of 1.9 million common shares for $43.8 million at an average price of $23.51 per share. 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.

 

The Benchmark Electronics, Inc. 2000 Stock Awards Plan (the 2000 Plan) authorized, and the 2010 Plan authorizes, the Company, upon approval of the compensation committee of the Board of Directors, to grant a variety 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 and restricted stock units 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 in February 2010, and no additional grants can be made under that plan. The 2010 Plan was approved by the Company's shareholders in May 2010 and amended in May 2014. 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) and the 2010 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 in May 2002 and expired in February 2012. No additional grants may be made under the 2002 Plan. Non-employee directors currently receive equity awards under the 2010 Plan. Since 2011, awards under the 2010 Plan to non-employee directors have been in the form of restricted stock units, which vest in equal quarterly installments over a one-year period, starting on the grant date.

 

As of December 31, 2014, 4.4 million additional common shares were available for issuance under the Company's existing plans.

The following table summarizes activities related 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, 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     
Granted  378   22.94     
Exercised  (940)   20.06     
Forfeited or expired  (85)   22.61     
Outstanding at December 31, 2014  2,437 $ 20.07  5.04 $ 13,617
           
Exercisable at December 31, 2014  1,616 $ 20.32  3.13 $ 8,819

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 2014 for options that had exercise prices that were below the closing price.

 

At December 31, 2014, 2013 and 2012, the number of options exercisable was 1.6 million, 2.4 million and 3.5 million, respectively, and the weighted-average exercise price of those options was $20.32, $20.63 and $20.46, respectively.

 

The following table summarizes the activities related to the Company's restricted shares:

 

    Weighted-
    Average
  Number of Grant Date
(in thousands, except per share data) Shares Fair Value
Non-vested shares outstanding at December 31, 2011  244$ 18.23
Granted  209  15.56
Vested  (87)  17.57
Forfeited  (26)  17.49
Non-vested shares outstanding at December 31, 2012  340  16.81
Vested  (106)  17.42
Forfeited  (40)  16.40
Non-vested shares outstanding at December 31, 2013  194  16.56
Vested  (76)  16.87
Forfeited  (9)  16.85
Non-vested shares outstanding at December 31, 2014  109$ 16.33

The following table summarizes the activities related to the Company's time-based restrictive stock units:

    Weighted-
    Average
  Number of Grant Date
(in thousands, except per share data) Units Fair Value
Non-vested awards outstanding at December 31, 2011  83$ 17.88
Granted  95  15.50
Vested  (61)  16.35
Forfeited  (14)  17.07
Non-vested awards outstanding at December 31, 2012  103  16.70
Granted  277  17.66
Vested  (67)  17.06
Forfeited  (10)  17.36
Non-vested awards outstanding at December 31, 2013  303  17.48
Granted  246  22.92
Vested  (112)  18.34
Forfeited  (25)  19.99
Non-vested awards outstanding at December 31, 2014  412$ 20.33

The following table summarizes the activities related to the Company's performance-based restricted stock units:

    Weighted-
    Average
  Number of Grant Date
(in thousands, except per share data) Units Fair Value
Non-vested awards outstanding at December 31, 2011  68$ 18.57
Granted(1)  103  15.11
Forfeited  (7)  18.57
Non-vested awards outstanding at December 31, 2012  164  16.39
Granted(1)  76  17.37
Forfeited  (25)  16.03
Non-vested awards outstanding at December 31, 2013  215  16.78
Granted(1)  88  22.92
Forfeited  (29)  18.52
Non-vested awards outstanding at December 31, 2014  274$ 18.56
     

(1) Represents target number of units that can vest based on the achievement of the performance goals.