Equity Compensation Plans

At December 31, 2016 and December 31, 2015, 1,787,974 and 1,665,032 shares of common stock, respectively, were available for grant under our Incentive Plan. The unamortized compensation cost of awards issued under the Incentive Plan and purchases under the Employee Stock Purchase Plan totaled $18 million at December 31, 2016, as shown in the following table.

Table 17.1 – Activities of Equity Compensation Costs by Award Type



	Year Ended December 31, 2016
(In Thousands)	Restricted Stock			Deferred Stock Units			Performance Stock Units			Employee Stock Purchase Plan			Total
Unrecognized compensation cost at beginning of period	$	2,393		$	14,392		$	6,823		$	—		$	23,608
Equity grants	1,754			7,416			2,576			124			11,870
Equity grant forfeitures	(1,380		)	(1,167		)	(2,209		)	—			(4,756		)
Equity compensation expense	(676		)	(9,135		)	(2,641		)	(124		)	(12,576		)
Unrecognized Compensation Cost at End of Period	$	2,091		$	11,506		$	4,549		$	—		$	18,146

At December 31, 2016, the weighted average amortization period remaining for all of our equity awards was less than two years.

Restricted Stock

The following table summarizes the activities related to restricted stock for the years ended December 31, 2016, 2015, and 2014.

Table 17.2 – Restricted Stock Activities



	Years Ended December 31,
	2016				2015				2014
	Shares		Weighted Average Grant Date Fair Market Value		Shares		Weighted Average Grant Date Fair Market Value		Shares		Weighted Average Grant Date Fair Market Value
Outstanding at beginning of period	187,180		$	18.22	109,464		$	15.97	166,941		$	15.01
Granted	144,056		11.89		141,069		19.03		2,574		19.42
Vested	(50,107	)	17.28		(42,675	)	14.87		(44,209	)	13.44
Forfeited	(76,614	)	18.01		(20,678	)	18.74		(15,842	)	13.45
Outstanding at End of Period	204,515		$	14.27	187,180		$	18.22	109,464		$	15.97

The expenses recorded for restricted stock awards were $1 million for both the years ended December 31, 2016 and December 31, 2015, and less than $1 million for the year ended December 31, 2014. As of December 31, 2016, there was $2 million of unrecognized compensation cost related to unvested restricted stock. This cost will be recognized over a weighted average period of less than two years. Restrictions on shares of restricted stock outstanding lapse through 2020.

Deferred Stock Units (“DSUs”)

The following table summarizes the activities related to DSUs for the years ended December 31, 2016, 2015, and 2014.

Table 17.3 – Deferred Stock Units Activities



	Years Ended December 31,
	2016				2015				2014
	Units		Weighted Average Grant Date Fair Market Value		Units		Weighted Average Grant Date Fair Market Value		Units		Weighted Average Grant Date Fair Market Value
Outstanding at beginning of period	2,407,154		$	16.45	2,168,824		$	16.20	2,266,473		$	15.41
Granted	565,061		13.33		583,958		16.11		350,769		19.62
Distributions	(1,060,459	)	14.64		(335,461	)	14.20		(440,548	)	14.82
Forfeitures	(62,894	)	18.66		(10,167	)	16.60		(7,870	)	19.06
Balance at End of Period	1,848,862		$	16.46	2,407,154		$	16.45	2,168,824		$	16.20

We generally grant DSUs annually, as part of our compensation process. In addition, DSUs are granted from time to time in connection with hiring and promotions and in lieu of the payment in cash of a portion of annual bonus earned. At December 31, 2016, 2015, and 2014, the number of outstanding DSUs that were unvested was 908,963, 1,043,606, and 880,962, respectively. The weighted average grant-date fair value of these unvested DSUs was $14.96, $17.22, and $17.20, at December 31, 2016, 2015, and 2014, respectively. Unvested DSUs at December 31, 2016 will vest through 2020.

Expenses related to DSUs were $9 million, $7 million, and $6 million for the years ended December 31, 2016, 2015, and 2014, respectively. During the first quarter of 2016, equity compensation expense of $3 million was recognized in connection with the announced departures of two executives due to the full vesting of their DSUs in accordance with the terms of their employment agreements. At December 31, 2016, there was $12 million of unrecognized compensation cost related to unvested DSUs. This cost will be recognized over a weighted average period of less than two years. At December 31, 2016, 2015, and 2014, the number of outstanding DSUs that had vested was 939,899, 1,363,548, and 1,287,862, respectively.

Performance Stock Units (“PSUs”)

At December 31, 2016 and December 31, 2015, the target number of PSUs that were unvested was 642,879 and 849,021, respectively. During 2016, 2015, and 2014, 194,484, 356,762, and 268,510 target number of PSUs were granted, respectively, with per unit grant date fair values of $13.24, $9.46, and $14.99, respectively. During the year ended December 31, 2016, there were 208,330 target number of PSUs forfeited due to employee departures. During the years ended December 31, 2015 and 2014, no PSUs were forfeited.

With respect to the PSUs granted in 2016, vesting will generally occur at the end of three years from their grant date based on four different two-year total shareholder return (“TSR”) performance measurement periods and continued employment through December 13, 2019. For purposes of measuring TSR over a three-year vesting period, the PSUs granted in 2016 are divided into four tranches with staggered two-year performance measurement periods beginning on: the grant date; the three month anniversary of the grant date; the six month anniversary of the grant date; and the nine month anniversary of the grant date, respectively. Performance-based vesting of each tranche is based on TSR over the respective two-year performance measurement period. TSR for the PSUs granted in 2016 is defined as the percentage by which our common stock “per share price” has increased or decreased as of the last day of each two-year performance measurement period relative to the first day of such performance measurement period, adjusted to reflect the reinvestment of all dividends declared and/or paid on our common stock (“Two-Year TSR”). The PSUs earned for each of the four two-year periods will vest and be distributed in December 2019. The number of underlying common shares of our common stock that will vest will vary between 0% (if the Two-Year TSR for a tranche is zero or negative) and 200% (if the Two-Year TSR for a tranche is greater than or equal to 72%) of the target number of PSUs originally granted in each tranche, adjusted upward (if vesting is greater than 0%) to reflect the value of dividends paid during the three-year vesting period.

With respect to the PSUs granted in 2015 and 2014, vesting will generally occur at the end of three years from their grant date, with the level of vesting at that time contingent on TSR. TSR for the PSUs granted in 2015 and 2014 is defined as the percentage by which our common stock “per share price” has increased or decreased as of the last day of the three-year vesting period relative to the first day of such vesting period, adjusted to reflect the reinvestment of all dividends declared and/or paid on our common stock (“Three-Year TSR”). The number of underlying shares of our common stock that will vest in future years will vary between 0% (if Three-Year TSR is zero or negative) and 200% (if Three-Year TSR is greater than or equal to 125%) of the target number of PSUs originally granted, adjusted upward (if vesting is greater than 0%) to reflect the value of dividends paid during the three-year vesting period.

The grant date fair values of the 2016 PSUs were determined through Monte-Carlo simulations using the following assumptions: our common stock closing price at the grant date, the average closing price of our common stock price for the 60 trading days prior to the grant date and the range of performance-based vesting based on TSR over four separate two-year performance periods. For the 2016 PSU grant, an implied volatility assumption of 29% (based on historical volatility), a risk free rate of 1.57% (the three-year Treasury rate on the grant date), and a 0% dividend yield (the mathematical equivalent to reinvesting the dividends over the three-year performance period as is consistent with the terms of the PSUs), were used.

The grant date fair values of 2015 and 2014 PSUs were determined through Monte-Carlo simulations using the following assumptions: our common stock closing price at the grant date, the average closing price of our common stock price for the 40 trading days prior to the grant date and the range of performance-based vesting based on TSR over three years from the grant date. For the 2015 PSU grant, an implied volatility assumption of 26% (based on historical volatility), a risk free rate of 1.35% (the three-year Treasury rate on the grant date), and a 0% dividend yield (the mathematical equivalent to reinvesting the dividends over the three-year performance period as is consistent with the terms of the PSUs) were used. For the 2014 PSU grant, an implied volatility assumption of 24%, a risk free rate of 1.06%, and a 0% dividend yield were used.

Expenses related to PSUs were $3 million for each of the years ended December 31, 2016, 2015, and 2014, respectively. During the first quarter of 2016, equity compensation expense of $0.6 million was recognized in connection with the announced departures of two executives to reflect the pro-rated vesting of their PSUs through their departure dates in 2016 in accordance with the terms of their employment agreements. As of December 31, 2016, there was $5 million of unrecognized compensation cost related to unvested PSUs.

With respect to the PSUs granted in 2013, the three-year performance period ended during the fourth quarter of 2016, resulting in the vesting of zero shares of our underlying common stock. With respect to the PSUs granted in 2012, the three-year performance period ended during the fourth quarter of 2015, resulting in the vesting of 57,049 shares of our underlying common stock. With respect to the PSUs granted in 2011, the three-year performance period ended during the fourth quarter of 2014, resulting in the vesting of 701,440 shares of our underlying common stock. The distribution of these underlying shares of common stock occurred in May 2015 and December 2015, respectively, in accordance with the terms of the PSUs and our Executive Deferred Compensation Plan.

Employee Stock Purchase Plan ("ESPP")

The ESPP allows a maximum of 450,000 shares of common stock to be purchased in aggregate for all employees. As of December 31, 2016, 337,271 shares had been purchased, respectively, and there remained a negligible amount of uninvested employee contributions in the ESPP at December 31, 2016.

The following table summarizes the activities related to the ESPP for the years ended December 31, 2016, 2015, and 2014.

Table 17.4 – Employee Stock Purchase Plan Activities



	Years Ended December 31,
(In Thousands)	2016			2015			2014
Balance at beginning of period	$	18		$	3		$	3
Employee purchases	290			475			494
Cost of common stock issued	(305		)	(460		)	(494		)
Balance at End of Period	$	3		$	18		$	3

Executive Deferred Compensation Plan

The following table summarizes the cash account activities related to the EDCP for the years ended December 31, 2016, 2015, and 2014.

Table 17.5 – EDCP Cash Accounts Activities



	Years Ended December 31,
(In Thousands)	2016			2015			2014
Balance at beginning of period	$	2,095		$	2,049		$	1,882
New deferrals	558			600			575
Accrued interest	53			61			70
Withdrawals	(618		)	(615		)	(478		)
Balance at End of Period	$	2,088		$	2,095		$	2,049