Share-Based Compensation

9 Months Ended

Sep. 30, 2013

As of September 30, 2013, there were two share-based compensation plans under which the Company has outstanding awards, the 2012 Plan and the 1993 Plan, as defined below. The Company can elect to make new awards under one of these plans, the CBL & Associates Properties, Inc. 2012 Stock Incentive Plan ("the 2012 Plan"), which was approved by the Company's shareholders in May 2012. The 2012 Plan permits the Company to issue stock options and common stock to selected officers, employees and non-employee directors of the Company up to a total of 10,400,000 shares. The Company did not issue any new awards under the CBL & Associates Properties, Inc. Second Amended and Restated Stock Incentive Plan ("the 1993 Plan"), which was approved by the Company's shareholders in May 2003, between the adoption of the 2012 Plan to replace the 1993 Plan in May 2012 and the termination of the 1993 Plan (as to new awards) on May 5, 2013. As the primary operating subsidiary of the Company, the Operating Partnership participates in and bears the compensation expense associated with the Company's share-based compensation plans.

Share-based compensation expense was $418 and $467 for the three months ended September 30, 2013 and 2012, respectively, and $2,296 and $1,974 for the nine months ended September 30, 2013 and 2012, respectively. Share-based compensation cost capitalized as part of real estate assets was $54 and $45 for the three months ended September 30, 2013 and 2012, respectively, and $159 and $96 for the nine months ended September 30, 2013 and 2012, respectively.

A summary of the status of the Company’s stock awards as of September 30, 2013, and changes during the nine months ended September 30, 2013, is presented below:



	Shares		Weighted Average Grant-Date Fair Value
Nonvested at January 1, 2013	346,860		$	17.06
Granted	210,650		$	21.91
Vested	(209,270	)	$	18.41
Forfeited	(9,870	)	$	18.32
Nonvested at September 30, 2013	338,370		$	19.20

As of September 30, 2013, there was $5,468 of total unrecognized compensation cost related to nonvested stock awards granted under the plans, which is expected to be recognized over a weighted-average period of 3.7 years.

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

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