(12)SHAREHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION

Income (Loss) Per Share

The following table sets forth the number of weighted-average shares outstanding used in the computation of basic and diluted income (loss) per share:

	Three months ended
	March 28,	March 29,
	2015	2014
Weighted-average number of common shares used in basic income (loss) per share	40.503	44.236
Dilutive securities — Restricted stock shares and restricted stock units	—	0.846
Weighted-average number of common shares and dilutive securities used in diluted income (loss) per share	40.503	45.082

Given the loss from continuing operations for the three months ended March 28, 2015, an aggregate of 1.162 unvested restricted stock shares, restricted stock units, and stock options outstanding were excluded from the computation of diluted loss per share for the period. All unvested restricted stock shares and restricted stock units were included in the computation of diluted income per share for the three months ended March 29, 2014 because required market thresholds for vesting were met. There were no stock options outstanding during the three months ended March 29, 2014.

Stock-based Compensation

Stock-based compensation awards may be granted to certain eligible employees or non-employee directors under the 2002 Stock Compensation Plan, as amended, or to non-employee directors under the 2006 Non-Employee Directors’ Stock Incentive Plan. A detailed description of the awards granted under these plans is included in our 2014 Annual Report on Form 10-K.

The recognition of compensation expense for share-based awards, including stock options, is based on their grant-date fair values. The fair value of each award is amortized over the lesser of the award’s requisite or derived service period, which is generally up to three years. Compensation expense within income from continuing operations related to restricted stock shares, restricted stock units, and stock options totaled $23.6 and $24.7 for the three months ended March 28, 2015 and March 29, 2014, respectively, with a related tax benefit of $8.8 and $8.9 for the three-month periods, respectively.

Restricted Stock Share and Restricted Stock Unit Awards

We use the Monte Carlo simulation model valuation technique to determine fair value of our restricted stock shares and restricted stock units that contain a “market condition.” The Monte Carlo simulation model utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award and calculates the fair value of each restricted stock share and restricted stock unit award. Awards granted during the three months ended March 28, 2015 did not contain a market condition.

The following table summarizes the restricted stock share and restricted stock unit activity from December 31, 2014 through March 28, 2015:

			Weighted-Average
	Unvested Restricted Stock Shares		Grant-Date Fair
	and Restricted Stock Units		Value Per Share
Outstanding at December 31, 2014	1.168		$	69.22
Granted	0.375		85.81
Vested	(0.191	)	80.46
Forfeited	(0.175	)	47.67
Outstanding at March 28, 2015	1.177		75.77

As of March 28, 2015, there was $36.3 of unrecognized compensation cost related to restricted stock share and restricted stock unit compensation arrangements. We expect this cost to be recognized over a weighted-average period of 2.1 years.

Stock Options

On January 2, 2015, we granted 0.323 stock options, all of which were outstanding (but not exercisable) as of March 28, 2015. The weighted-average exercise price per share of these options was $85.87 and the maximum contractual term of these options is ten years. There were no stock options outstanding during the three months ended March 29, 2014.

The weighted-average grant-date fair value per share of the stock options granted on January 2, 2015 was $27.06. The fair value of each option grant was estimated using the Black-Scholes option-pricing model with the following assumptions:

Annual expected stock price volatility	36.53	%
Annual expected dividend yield	1.75	%
Risk-free interest rate	1.97	%
Expected life of stock option (in years)	6.0

Annual expected stock price volatility is based on the six-year historical volatility. The annual expected dividend yield is based on annual expected dividend payments and the stock price on the date of grant. The average risk-free interest rate is based on the seven-year treasury constant maturity rate. The expected option life is based on a three-year pro-rata vesting schedule and represents the period of time that awards are expected to be outstanding.

As of March 28, 2015, there was $2.2 of unrecognized compensation cost related to stock options. We expect this cost to be recognized over a weighted-average period of 2.8 years.

Accumulated Other Comprehensive Income (Loss)

The changes in the components of accumulated other comprehensive income (loss), net of tax, for the three months ended March 28, 2015 were as follows:

	Foreign Currency Translation Adjustment			Net Unrealized Losses on Qualifying Cash Flow Hedges (1)			Pension and Postretirement Liability Adjustment (2)			Total
Balance at beginning of year	$	59.0		$	(1.3	)	$	4.9		$	62.6
Other comprehensive income (loss) before reclassifications	(131.1		)	0.1			—			(131.0		)
Amounts reclassified from accumulated other comprehensive income	—			0.6			(0.2		)	0.4
Current-period other comprehensive income (loss)	(131.1		)	0.7			(0.2		)	(130.6		)
Balance at end of period	$	(72.1	)	$	(0.6	)	$	4.7		$	(68.0	)

(1)

Net of tax benefit of $0.5 and $1.1 as of March 28, 2015 and December 31, 2014, respectively.

(2)

Net of tax provision of $3.0 as of March 28, 2015 and December 31, 2014, respectively. The balances as of March 28, 2015 and December 31, 2014 include net unamortized prior service credits.

The changes in the components of accumulated other comprehensive income (loss), net of tax, for the three months ended March 29, 2014 were as follows:

	Foreign Currency Translation Adjustment			Net Unrealized Losses on Qualifying Cash Flow Hedges (1)			Net Unrealized Losses on Available-for- Sale Securities			Pension and Postretirement Liability Adjustment (2)			Total
Balance at beginning of year	$	296.8		$	(0.8	)	$	(3.7	)	$	(4.8	)	$	287.5
Other comprehensive income (loss) before reclassifications	(2.0		)	(0.8		)	3.8			0.2			1.2
Amounts reclassified from accumulated other comprehensive income	—			0.1			(0.3		)	5.0			4.8
Current-period other comprehensive income (loss)	(2.0		)	(0.7		)	3.5			5.2			6.0
Balance at end of period	$	294.8		$	(1.5	)	$	(0.2	)	$	0.4		$	293.5

(1)

Net of tax benefit of $1.2 and $1.0 as of March 29, 2014 and December 31, 2013, respectively.

(2)

Net of tax (provision) benefit of $(0.1) and $2.2 as of March 29, 2014 and December 31, 2013, respectively. The balance as of December 31, 2013 primarily included $(5.0), net of tax, related to our share of the pension liability adjustment for EGS as of December 31, 2013. In connection with the sale of our interest in EGS during the first quarter of 2014, as described in Note 1, we recognized our share of the pension liability adjustment for EGS as a component of the gain on sale of our investment interest.

The following summarizes amounts reclassified from each component of accumulated comprehensive income (loss) for the three months ended March 28, 2015 and March 29, 2014:

	Amount Reclassified from AOCI
	Three months ended						Affected Line Items in the Condensed
	March 28, 2015			March 29, 2014			Consolidated Statements of Operations
Losses on qualifying cash flow hedges:
Pre-tax loss on commodity contracts	$	0.7		$	0.1		Cost of products sold
Income taxes	(0.1		)	—
	$	0.6		$	0.1

Gain on available-for-sale securities	$	—		$	0.3		Other income, net

Pension and postretirement items:
Recognition of our share of the pension liability adjustment for EGS	$	—		$	7.4		Other income, net
Amortization of unrecognized prior service credits	(0.2		)	—			Selling, general and administrative
Pre-tax	(0.2		)	7.4
Income taxes	—			(2.4		)
	$	(0.2	)	$	5.0

Common Stock in Treasury

On December 18, 2013, we entered into a written trading plan under Rule 10b5-1 to facilitate the repurchase of up to $500.0 of shares of our common stock on or before December 31, 2014, in accordance with a share repurchase program authorized by our Board of Directors. We repurchased 0.115 shares of our common stock for $11.2 under this trading plan during December 2013. During the first quarter of 2014, we repurchased 1.316 shares of our common stock for $134.3 under this trading plan. During the remainder of 2014, we repurchased 3.536 shares of our common stock for $354.5, which completed the repurchases authorized under this trading plan. There were no common stock repurchases during the first quarter of 2015.

During the three months ended March 28, 2015 and March 29, 2014, “Common stock in treasury” was decreased by the settlement of restricted stock units issued from treasury stock of $5.6 and $12.0, respectively, and increased by $1.2 and $7.9, respectively, for common stock that was surrendered by recipients of restricted stock as a means of funding the related minimum income tax withholding requirements.

Dividends

The dividends declared during the first quarters of 2015 and 2014 totaled $15.4 and $16.3, respectively. We paid first quarter dividends on April 1, 2015 and April 2, 2014.

Changes in Equity

A summary of the changes in equity for the three months ended March 28, 2015 and March 29, 2014 is provided below:

	March 28, 2015									March 29, 2014
	SPX									SPX
	Corporation									Corporation
	Shareholders’			Noncontrolling			Total			Shareholders’			Noncontrolling			Total
	Equity			Interests			Equity			Equity			Interests			Equity
Equity, beginning of year	$	1,817.9		$	3.2		$	1,821.1		$	2,158.0		$	14.0		$	2,172.0
Net income (loss)	(7.1		)	(2.9		)	(10.0		)	318.2			(0.4		)	317.8
Net unrealized gains (losses) on qualifying cash flow hedges, net of tax (provision) benefit of $(0.6) and $0.2 for the three months ended March 28, 2015 and March 29, 2014, respectively	0.7			—			0.7			(0.7		)	—			(0.7		)
Net unrealized gains on available-for-sale securities	—			—			—			3.5			—			3.5
Pension liability adjustment, net of tax provision of $2.3 for the three months ended March 29, 2014	(0.2		)	—			(0.2		)	5.2			—			5.2
Foreign currency translation adjustments	(131.1		)	0.1			(131.0		)	(2.0		)	(0.1		)	(2.1		)
Total comprehensive income (loss), net	(137.7		)	(2.8		)	(140.5		)	324.2			(0.5		)	323.7
Dividends declared	(15.4		)	—			(15.4		)	(16.3		)	—			(16.3		)
Incentive plan activity	4.9			—			4.9			4.8			—			4.8
Stock-based compensation expense	23.6			—			23.6			24.7			—			24.7
Restricted stock and restricted stock unit vesting, net of tax withholdings, and related tax benefit of $0.4 and $8.8 for the three months ended March 28, 2015 and March 29, 2014, respectively	(5.5		)	—			(5.5		)	(11.5		)	—			(11.5		)
Common stock repurchases	—			—			—			(134.3		)	—			(134.3		)
Dividends attributable to noncontrolling interests	—			(0.5		)	(0.5		)	—			—			—
Equity, end of period	$	1,687.8		$	(0.1	)	$	1,687.7		$	2,349.6		$	13.5		$	2,363.1