SHARE-BASED COMPENSATION PLANS

We have an incentive plan under which stock options, stock awards, stock units and other share-based compensation may be granted to officers, non-employee directors and key employees of the Company. Under the terms of this plan, 3,250,000 shares were authorized and 2,086,953 shares are available for grant or issuance as of December 31, 2014. Any issuances under this plan are valued at the fair market value of the common stock on the grant date. The vesting and expiration of any stock option grants and the vesting schedule of any stock awards or stock units are determined by the Compensation and Personnel Committee of our Board of Directors at the time of the grant. Additionally, we have outstanding stock options that were issued under other plans, and no further grants may be made under those plans.

The following table summarizes activity regarding our stock options and awards of shares and stock units since December 31, 2011:



Stock Options					Restricted Stock Units
	Shares		Weighted Average Price			Shares		Weighted Average Price
Balance, December 31, 2011	3,400,541		$	15.30	Balance, December 31, 2011	486,850		$	27.75
Granted	11,702		$	27.39	Granted	340,518		$	27.90
Expired	(25,624	)	$	28.13	Forfeited	—		—
Exercised	(1,590,242	)	$	13.09	Vested	(238,461	)	$	25.96
Balance, December 31, 2012	1,796,377		$	17.15	Balance, December 31, 2012	588,907		$	28.56
Granted	—		—		Granted	192,617		$	36.26
Expired	—		—		Forfeited	(15,298	)	$	29.38
Exercised	(485,680	)	$	14.55	Vested	(155,423	)	$	27.77
Balance, December 31, 2013	1,310,697		$	18.12	Balance, December 31, 2013	610,803		$	31.17
Granted	—		—		Granted	176,418		$	43.06
Expired	—		—		Forfeited	(500	)	$	43.76
Exercised	(743,923	)	$	13.52	Vested	(152,423	)	$	32.46
Balance, December 31, 2014	566,774		$	24.15	Balance, December 31, 2014	634,298		$	34.16

In addition, 12,264 shares were granted to certain non-employee directors as part of their annual retainer during the year ended December 31, 2012. No shares were granted to non-employee directors as part of their annual retainer during each of the years ended December 31, 2014 and 2013.

We recognized $8.1 million, $6.9 million and $6.7 million of compensation expense for shares and stock units awarded to non-employee directors, and stock units awards to employees pursuant to incentive plans, for the years ended December 31, 2014, 2013 and 2012, respectively. We have $4.5 million of compensation expense, net of income taxes, which will be recognized over the remaining vesting periods of up to approximately three years related to the stock units awarded to employees and non-employee directors.

All outstanding stock options were fully vested as of December 31, 2012; therefore, no compensation expense was recognized for the years ended December 31, 2014 and 2013. Compensation expense of $0.1 million for the year ended December 31, 2012 was recognized due to the vesting of stock option grants. In addition, an aggregate of 76,001 restricted stock units granted to an employee and our non-employee directors vested as of December 31, 2014, but issuance has been deferred for up to five years or upon retirement. As a result of stock option exercises, $6.9 million, $5.2 million and $8.8 million of proceeds were received during the years ended December 31, 2014, 2013 and 2012, respectively. The income tax benefit derived in 2014, 2013 and 2012 as a result of such exercises and share-based compensation was $8.6 million, $5.2 million and $8.7 million, respectively, of which $8.3 million, $4.6 million and $7.1 million, respectively, represented excess tax benefits.

The total intrinsic value of options (the amounts by which the stock price exceeded the exercise price of the option on the date of exercise) that was exercised during 2014, 2013 and 2012 was $23.5 million, $12.5 million and $25.9 million, respectively.

At December 31, 2014, 2013 and 2012, 566,774 options, 1,310,697 options and 1,796,377 options were exercisable, respectively. The weighted average exercise price of exercisable options at December 31, 2014, 2013 and 2012 was approximately $24.15, $18.12 and $17.15, respectively.

The following table summarizes information about our stock options as of December 31, 2014:



Stock Options Outstanding and Exercisable
Range of Exercise Prices	Number	Weighted Average Remaining Life	Weighted Average Exercise Price
$12.03 - $12.49	70,000	0.33 Years	$12.30
$20.42 - $22.53	190,000	2.11 Years	$21.09
$24.48 - $29.26	226,774	3.57 Years	$26.18
$36.03	80,000	0.47 Years	$36.03

The total aggregate intrinsic value of options outstanding and exercisable as of December 31, 2014, 2013 and 2012 were approximately $11.5 million, $31.9 million and $31.4 million, respectively.

There were no stock option grants during 2014 or 2013. For stock options granted during 2012, the fair value on the date of grant was calculated using the Black-Scholes option pricing model with the following weighted average assumptions:



Dividend yield	0.73		%
Expected volatility	52.6		%
Risk-free interest rate	0.5		%
Expected life of options in years	3.6
Weighted average grant date fair value	$	10.18

Forfeitures of stock options have been historically insignificant to the calculation and were estimated to be zero in 2012.

We have an employee stock purchase plan. Under the terms of this plan, the maximum number of shares of our common stock that may be purchased is 3,000,000 shares. Generally, our corporate employees and non-union employees of our United States subsidiaries are eligible to participate in this plan. Employees covered by collective bargaining agreements generally are not eligible to participate in this plan.