(12) Share-Based Compensation Plans

The shareholders and Board of Directors of BOK Financial have approved various share-based compensation plans. An independent compensation committee of the Board of Directors determines the number of awards granted to the Chief Executive Officer and other senior executives. Share-based compensation is granted to other officers and employees as determined by the Chief Executive Officer.

The following table presents stock options outstanding during 2014, 2013 and 2012 under these plans (in thousands, except for per share data):



	Number		Weighted- Average Exercise Price		Aggregate Intrinsic Value
Options outstanding at December 31, 2011	2,621,347		$	47.01	$	20,769
Options awarded	67,155		58.76
Options exercised	(708,295	)	45.32
Options forfeited	(22,559	)	50.36
Options expired	(66,862	)	45.97
Options outstanding at December 31, 2012	1,890,786		48.29		11,748
Options awarded	81,492		55.74
Options exercised	(608,663	)	48.00
Options forfeited	(219,342	)	47.65
Options expired	(9,168	)	50.61
Options outstanding at December 31, 2013	1,135,105		49.09		19,564
Options awarded	—		—
Options exercised	(323,004	)	49.17
Options forfeited	(15,509	)	45.71
Options expired	(2,701	)	47.98
Options outstanding at December 31, 2014	793,891		$	49.05	$	8,725
Options vested at:
December 31, 2012	601,367		$	47.99	$	3,890
December 31, 2013	424,459		49.49		7,146
December 31, 2014	347,633		48.85		3,889

The following table summarizes information concerning currently outstanding and vested stock options:



	Options Outstanding			Options Vested
		Weighted				Weighted
		Average	Weighted		Weighted	Average
Range of		Remaining	Average		Average	Remaining
Exercise	Number	Contractual	Exercise	Number	Exercise	Contractual
Prices	Outstanding	Life (years)	Price	Vested	Price	Life (years)
$36.65	190,832	2.83	$36.65	65,626	$36.65	1.51
45.15 - 47.34	33,574	0.76	47.09	33,574	47.09	0.76
48.30	39,557	3.16	48.30	13,326	48.30	1.42
48.46	169,422	2.16	48.46	95,415	48.46	1.49
54.33	78,904	1.48	54.33	78,904	54.33	1.48
55.74	78,108	5.16	55.74	8,260	55.74	2.03
55.94	125,285	3.62	55.94	37,008	55.94	1.44
58.76	78,209	4.35	58.76	15,520	58.76	1.59

The aggregate intrinsic value of options exercised was $5.5 million for 2014, $8.5 million for 2013 and $8.3 million for 2012.

The fair value of options was determined as of the date of grant using a Black-Scholes option pricing model with the following weighted average assumptions:



	2013			2012
Average risk-free interest rate¹	0.89		%	0.93		%
Dividend yield	2.80		%	2.20		%
Volatility factors	0.272			0.280
Weighted average expected life	4.9 years			4.9 years
Weighted average fair value	$	9.67		$	11.48


¹	Average risk-free interest rate represents U.S. Treasury rates matched to the expected life of the options.

No options were granted in 2014. Compensation expense recognized on stock options totaled $826 thousand for 2014, $1.3 million for 2013 and $4.1 million for 2012. Compensation cost of stock options granted that may be recognized as compensation expense in future years totaled $980 thousand at December 31, 2014. Subject to adjustments for forfeitures, we expect to recognize compensation expense for current outstanding options of $475 thousand in 2015, $275 thousand in 2016, $152 thousand in 2017, $60 thousand in 2018, and $18 thousand in 2019.

The following represents a summary of the non-vested stock awards as of December 31, 2014 (in thousands):



	Shares		Weighted Average Grant Date Fair Value
Non-vested at January 1, 2012	503,738
Granted	197,058		$55.63
Vested	(76,192	)	$47.32
Forfeited	(31,773	)	$50.45
Non-vested at December 31, 2012	592,831
Granted	211,791		$55.84
Vested	(66,648	)	$35.93
Forfeited	(89,985	)	$49.95
Non-vested at December 31, 2013	647,989
Granted	206,621		$64.96
Vested	(140,820	)	$44.56
Forfeited	(25,179	)	$56.26
Non-vested at December 31, 2014	688,611

Compensation expense recognized on non-vested shares totaled $10.0 million for 2014, $6.9 million for 2013 and $5.6 million for 2012. Unrecognized compensation cost of non-vested shares totaled $15.5 million at December 31, 2014. Subject to adjustment for forfeitures, we expect to recognize compensation expense of $9.3 million in 2015, $5.7 million in 2016, $474 thousand in 2017 and $1 thousand in 2018.

On April 26, 2011 shareholders approved the BOK Financial Corporation 2011 True-Up Plan. The True-Up Plan was intended to address inequality in the Executive Incentive Plan which had been approved by shareholders in 2003. The True-Up Plan was designed to adjust performance-based incentive compensation for certain senior executives either upward or downward based on the earnings per share performance and compensation of comparable senior executives at peer banks. As of December 31, 2013, the Company had accrued $69 million for the True-Up Plan liability. The final amount distributed in May 2014 totaled $56 million, including $35 million in cash and $21 million consisting of 331 thousand shares at a price of $64.91 per share.

During January 2015, BOK Financial awarded 297,106 shares of non-vested stock with a fair value per award of $55.53. The aggregate compensation cost of these awards totaled approximately $16.5 million. This cost will be recognized over the vesting periods, subject to adjustments for forfeitures. Non-vested shares awarded in January 2015 generally cliff vest in 3 years and are subject to a 2 year holding period after vesting.