v2.4.1.9
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Stock Compensation Plans
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12 Months Ended |
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| Stock Compensation Plans |
9. Stock Compensation Plans Accounting for Stock-Based Compensation The various Company stock compensation plans are summarized below. For all stock compensation plans, the company’s policy is to issue treasury shares for option/SAR exercises, RSU releases and ESPP purchases. 2011 Non-employee Directors’ Equity Incentive Plan In June 2011, the stockholders adopted an equity incentive plan for non-employee directors (the 2011 Directors Plan) providing for grants of stock options, SARs, RSUs and/or performance shares, pursuant to which up to 122,592 shares were available for issuance. The term of each award cannot exceed ten years. Awards may vest over a minimum two-year period. During 2014, 2013, and 2012, 7,120, 11,484, and 9,616 restricted stock units were granted under this plan. 2005 Equity Incentive Plan In June 2005, the shareholders adopted an equity incentive plan (the “2005 Plan”) providing for grants of incentive and nonqualified stock options, SARs, RSUs and/or performance shares to employees of the Company and its subsidiaries, pursuant to which up to 10,000,000 common shares were available for issuance. Option and SAR grants vest evenly over a period of five years or as otherwise determined by the Board of Directors or the Compensation Committee and generally expire ten years from the date of grant, if not exercised. RSUs granted prior to December 10, 2012, vested or are vesting evenly over a period of five years, while RSUs granted on and after that date vest evenly over a period of three years. RSU grants do not expire. During 2014, 2013 and 2012, 425,347, 413,978, and 495,814 restricted stock units were granted under the 2005 Plan. In addition, in 2014 and 2013, 47,095 and 52,673 stock appreciation rights were granted under the 2005 plan and in 2012, 61,235 stock options were granted under the 2005 Plan. No performance shares were granted under the 2005 Plan in 2014, 2013, or 2012. In 2013, the stockholders approved an additional 3,000,000 shares to the plan, making the total shares authorized under the plan 13,000,000. 2000 Equity Incentive Plan In October 2000, the shareholders adopted an equity incentive plan (the “2000 Plan”) providing for grants of incentive and nonqualified stock options, SARs, RSUs and/or performance shares to employees of the Company and its subsidiaries, pursuant to which up to 7,000,000 common shares were available for issuance. The stock options and stock appreciation rights vest evenly over a period of five years or as otherwise determined by the Board of Directors or the Compensation Committee and generally expire ten years from the date of grant, if not exercised. The Company did not grant any stock awards from the 2000 Plan in 2014, 2013, or 2012. 2000 Non-employee Directors’ Option Plan Also in October 2000, the stockholders adopted a stock option plan for non-employee directors (the 2000 Directors Plan) providing for grants of options for up to 100,000 common shares. The term of each award is ten years. All awards vest evenly over a three-year period. During 2010, options to purchase 23,924 were granted under this plan. In 2009, the stockholders approved an additional 150,000 shares to the plan, making the total shares authorized under the plan 250,000. Following the June 2011 approval of the 2011 Directors Plan, the Company will no longer issue options to purchase shares under this plan. Stock-Based Compensation Activity | | | Stock Options and SARs | | | | | Weighted-Average | | | | | | | | Exercise Price | | Number of Shares | | | | | | | (In Thousands) | | | | | | | | | | | | | $ | 53.14 | | | 8,073 | | | Granted | | $ | 42.16 | | | 61 | | | Exercised | | $ | 24.20 | | | (794) | | | Forfeited/Expired | | $ | 66.45 | | | (208) | | | | | $ | 55.88 | | | 7,132 | | | Granted | | $ | 49.07 | | | 52 | | | Exercised | | $ | 26.85 | | | (662) | | | Forfeited/Expired | | $ | 66.09 | | | (283) | | | | | $ | 58.44 | | | 6,239 | | | Granted | | $ | 52.44 | | | 47 | | | Exercised | | $ | 40.60 | | | (1,430) | | | Forfeited/Expired | | $ | 80.49 | | | (125) | | | | | $ | 63.19 | | | 4,731 | | | | | $ | 63.73 | | | 4,580 | | | | | $ | 47.36 | | | 125 | | | | | | Exercise | | Awards | | Remaining | | Awards | | | Price | | Outstanding | | Life (Years) | | Exercisable | | | | | (In Thousands) | | | | (In Thousands) | | | | | | | | | | | | | | | $18.00 -$40.00 | | | 502 | | | 1.48 | | | 477 | | | $40.01 - $60.00 | | | 2,108 | | | 2.90 | | | 1,982 | | | $60.01 - $80.00 | | | 1,033 | | | 2.44 | | | 1,033 | | | $80.01 - $100.00 | | | 3 | | | 2.95 | | | 3 | | | $100.01 - $120.00 | | | 1,083 | | | 2.92 | | | 1,083 | | | $120.01 - $140.00 | | | 2 | | | 2.75 | | | 2 | | | | | | 4,731 | | | 2.57 | | | 4,580 | | | | | Restricted Stock Units | | | | | Weighted-Average | | | | | | | | Grant Date Fair Value | | Number of Shares | | | | | | | (In Thousands) | | | | | | | | | | | | | $ | 29.40 | | | 1,478 | | | Granted | | $ | 39.41 | | | 506 | | | Released/Vested | | $ | 41.59 | | | (435) | | | Cancelled | | $ | 26.11 | | | (89) | | | | | $ | 30.06 | | | 1,460 | | | Granted | | $ | 45.05 | | | 425 | | | Released/Vested | | $ | 28.28 | | | (579) | | | Cancelled | | $ | 30.63 | | | (81) | | | | | $ | 37.36 | | | 1,225 | | | Granted | | $ | 48.73 | | | 432 | | | Released/Vested | | $ | 36.00 | | | (522) | | | Cancelled | | $ | 37.02 | | | (47) | | | | | $ | 42.55 | | | 1,088 | | The weighted-average remaining contract life for stock options and SARs outstanding and exercisable at December 27, 2014 is 2.57 and 2.42 years, respectively. The weighted-average remaining contract life of restricted stock units at December 27, 2014 was 1.54 years. The fair value for these options was estimated at the date of grant using a Black-Scholes option pricing model with the following weighted-average assumptions for 2014, 2013, and 2012: | | | 2014 | | | 2013 | | | 2012 | | | Weighted average grant date fair value of options granted | | $ | 12.42 | | | $ | 12.82 | | | $ | 9.98 | | | Expected volatility | | | 0.3342 | | | | 0.3746 | | | | 0.3906 | | | Dividend yield | | | 3.57 | % | | | 3.86 | % | | | 4.50 | % | | Expected life of options in years | | | 6.8 | | | | 6.8 | | | | 6.6 | | | Risk-free interest rate | | | 1.9 | % | | | 2.1 | % | | | 1.0 | % | The Black-Scholes option valuation model was developed for use in estimating the fair value of traded options and SARs which have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions, including the expected stock price volatility. The total fair value of awards vested during 2014, 2013, and 2012 $ 19,127, $ 20,956, and $ 32,612, respectively. The aggregate intrinsic values of options and SARs outstanding and exercisable at December 27, 2014 were $ 21,592 and $ 20,542, respectively. The aggregate intrinsic values of options and SARs exercised during 2014, 2013, and 2012 were $ 18,885, $ 13,114, and $ 12,548 respectively. The aggregate intrinsic value of RSUs outstanding at December 27, 2014 was $ 58,521. The aggregate intrinsic values of RSUs released during 2014, 2013, and 2012, were $ 28,119, $ 27,007, and $ 17,390 respectively. Aggregate intrinsic value of options and SARS represents the applicable number of awards multiplied by the positive difference between the exercise price and the Company’s closing stock price on the last trading day of the relevant fiscal period. Aggregate intrinsic value of RSUs represents the applicable number of awards multiplied by the Company’s closing stock price on the last trading day of the relevant fiscal period. The Company’s closing stock price was $ 53.81 on December 27, 2014. As of December 27, 2014, there was $ 44,654 of total unrecognized compensation cost related to unvested share-based compensation awards granted to employees under the stock compensation plans. That cost is expected to be recognized over the weighted average remaining vesting period. Employee Stock Purchase Plan The shareholders also adopted an employee stock purchase plan (ESPP). Up to 4,000,000 shares of common stock have been reserved for the ESPP with shareholders approving an additional 2,000,000 shares in May 2010. Shares will be offered to employees at a price equal to the lesser of 85% of the fair market value of the stock on the date of purchase or 85% of the fair market value on the first day of the ESPP period. The ESPP is intended to qualify as an “employee stock purchase plan” under Section 423 of the Internal Revenue Code. During 2014, 2013, and 2012, 349,982, 395,220, and 326,483, shares, respectively were purchased under the plan for a total purchase price of $ 14,634, $ 12,181, and $ 10,629, respectively. During 2014, 2013 and 2012, the purchases were issued from treasury shares. At December 27, 2014, approximately 489,381 shares were available for future issuance. |
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- 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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