SHARE-BASED COMPENSATION

9 Months Ended

Sep. 30, 2013

SHARE-BASED COMPENSATION.

SHARE-BASED COMPENSATION

NOTE 5:   SHARE-BASED COMPENSATION

The fair value of the share-based awards is measured at grant date and the resulting compensation expense is recognized on a straight-line basis over the requisite service period.  The following table presents share-based compensation expense, which is a non-cash charge, included in the below noted captions within the Condensed Consolidated Statements of Income:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
Direct cost of services	$	20		$	65		$	640		$	186
Selling, general and administrative	1,312			1,666			5,056			4,948
Share-based compensation expense	1,332			1,731			5,696			5,134
Income tax benefit	(575		)	(762		)	(2,216		)	(2,249		)
Total share-based compensation expense, net of tax	$	757		$	969		$	3,480		$	2,885

We grant stock options, stock appreciation rights, and restricted stock awards under our 2004 Equity Incentive Plan, as amended (the “2004 Plan”), which allows for the issuance of 7,500,000 shares.  We settle stock option exercises and the vesting of restricted stock awards with newly issued authorized shares or the reissuance of treasury stock. Shares granted that expire, terminate or are forfeited are then available for reissuance as future grants. At September 30, 2013, there were approximately 575,000 shares available for future grants under the 2004 Plan.

During the nine months ended September 30, 2013, we granted 527,600 restricted stock awards at a weighted-average grant date price of $12.90 per share of which 330,000 shares will vest upon certification by the compensation committee of the Company’s Board of directors (the “Board”) of the achievement of certain company financial performance criteria for the calendar year ending December 31, 2013 and 164,100 shares vested upon issuance.  The remaining 33,500 restricted stock awards vest one year from the grant date. As of September 30, 2013, we have assessed the likelihood that the performance condition will be met and have recorded the related expense based on the estimated outcome.

No options were granted during the nine months ended September 30, 2013.  As of September 30, 2013 there was $4.1 million of unrecognized compensation cost, net of estimated forfeitures, related to nonvested share-based awards, which will be recognized over a weighted-average period of 2.1 years.