Stock-Based Compensation

The Company recognized consolidated stock-based compensation expense of $18.4 and $22.6 during the three months ended June 30, 2016 and 2015, respectively, and $58.4 and $56.6 during the nine months ended June 30, 2016 and 2015, respectively. Stock-based compensation expense is principally included in “Selling, acquisition, operating and general expenses” in the accompanying Condensed Consolidated Statements of Operations.

A summary of stock options outstanding as of June 30, 2016 and related activity during the nine months then ended are as follows (option amounts in thousands):



	HRG
Stock Option Awards	Options		Weighted Average Exercise Price		Weighted Average Grant Date Fair Value
Stock options outstanding at September 30, 2015	4,770		$	9.25	$	3.70
Granted	28		13.93		5.07
Exercised	(497	)	8.25		3.24
Stock options outstanding at June 30, 2016	4,301		9.40		3.77
Stock options vested and exercisable at June 30, 2016	3,266		8.39		3.36
Stock options outstanding and expected to vest	4,301		9.40		3.77

A summary of restricted stock, restricted stock units and performance restricted stock units outstanding as of June 30, 2016 and related activity during the nine months then ended, under HRG and Spectrum Brands are as follows (share amounts in thousands):



	HRG
Restricted Stock Awards	Shares		Weighted Average Grant Date Fair Value
Nonvested restricted stock outstanding at September 30, 2015	4,283		$	11.74
Granted	99		13.93
Exercised/Released	(2,315	)	10.93
Nonvested restricted stock outstanding at June 30, 2016	2,067		12.76



	HRG			Spectrum Brands
Restricted Stock Units	Units	Weighted Average Grant Date Fair Value		Units		Weighted Average Grant Date Fair Value
Restricted stock units outstanding at September 30, 2015	42	$	12.33	608		$	87.50
Granted	6	13.93		588		94.78
Vested/Exercised	—	—		(544	)	86.81
Forfeited or Expired	—	—		(156	)	94.75
Restricted stock units outstanding at June 30, 2016	48	12.52		496		94.63

A summary of warrants outstanding as of June 30, 2016 and related activity during the nine months then ended, under HRG‘s incentive plan are as follows (share amounts in thousands):



	HRG
Warrants	Units	Weighted Average Exercise Price		Weighted Average Grant Date Fair Value
Warrants outstanding at September 30, 2015	1,800	$	13.13	$	3.22
Warrants outstanding at June 30, 2016	1,800	13.13		3.22
Warrants vested and exercisable at June 30, 2016	600	13.13		3.22
Warrants outstanding and expected to vest	1,200	13.13		3.22

HRG

During the nine months ended June 30, 2016, HRG granted stock option awards, restricted stock awards and restricted stock unit awards representing approximately 28 thousand, 99 thousand and 6 thousand shares, respectively. HRG granted no stock option awards, restricted stock units or restricted stock awards during the three months ended June 30, 2016. All of these grants are time based, and vest either immediately, or over a period of up to 3 years. The total fair value of the stock grants during the nine months ended June 30, 2016 on their respective grant dates was approximately $1.6. During the nine months ended June 30, 2016, stock option awards and restricted stock awards with a total fair value of $30.5 vested. The total intrinsic value of share options exercised during the nine months ended June 30, 2016 was $2.6, for which HRG received cash of $4.1 in settlement.

During the nine months ended June 30, 2015, HRG granted stock option awards, restricted stock awards and restricted stock unit awards representing approximately 900 thousand, 1,885 thousand and 48 thousand shares, respectively. HRG granted stock option awards and restricted stock unit awards representing approximately 78 thousand and 42 thousand shares during the three months ended June 30, 2015. HRG granted no restricted stock awards during the three months ended June 30, 2015. All of these grants are time based, and vest either immediately, or over a period of up to 3 years. The total fair value of the stock grants during the nine months ended June 30, 2015 on their respective grant dates was approximately $30.5. During the nine months ended June 30, 2015, stock option awards and restricted stock awards with a total fair value of $31.4 vested. The total intrinsic value of stock options exercised during the nine months ended June 30, 2015 was $3.9, for which HRG received cash of $3.9 in settlement.

Under HRG’s executive bonus plan for the fiscal year ending September 30, 2016, executives will be paid in cash, stock, stock options and restricted stock shares. The equity grants are expected to be granted in the first quarter of the fiscal year ending September 30, 2017, and to vest, either immediately, or between 1 and 3 years from the grant date.

As of June 30, 2016, there was approximately $7.2 of total unrecognized compensation cost related to unvested share-based compensation agreements previously granted, which is expected to be recognized over a weighted-average period of 1.01 years.

The fair values of restricted stock and restricted stock unit awards are determined based on the market price of HRG’s common stock on the grant date. The fair value of stock option awards and warrants are determined using the Black-Scholes option pricing model.

The following assumptions were used in the determination of these grant date fair values for options awarded using the Black-Scholes option pricing model:



	Nine months ended June 30,
	2016	2015
Risk-free interest rate	1.65% to 1.74%	1.57% to 1.87%
Assumed dividend yield	—%	—%
Expected option term	5.0 to 5.5 years	5.0 to 6.5 years
Volatility	37.4% to 37.9%	37.1% to 39.0%

The weighted-average remaining contractual term of outstanding stock option awards and warrants at June 30, 2016 was 6.93 years.

Spectrum Brands

Spectrum Brands granted restricted stock units representing approximately 16 thousand and 588 thousand shares during the three and nine months ended June 30, 2016, respectively. Of these grants, 192 thousand restricted stock units vested immediately and 50 thousand restricted stock units are time-based and vest over a period of 1 to 3 years. The remaining 346 thousand are both performance and time-based and vest over a period of up to 2 years. The total market value of the restricted stock units on the dates of the grants was approximately $55.7. The remaining unrecognized pre-tax compensation cost related to restricted stock units at June 30, 2016 was $28.6.

Spectrum Brands granted restricted stock units representing approximately 22 thousand and 551 thousand shares during the three and nine months ended June 30, 2015, respectively. The 551 thousand restricted stock units granted during the nine months ended June 30, 2015 included 133 thousand restricted stock units that vested immediately and 141 thousand restricted stock units are time-based and vest over a period of 1 to 3 years. The remaining 277 thousand restricted stock units are performance and time-based and vest over a period ranging from 1 to 2 years. The total market value of the restricted shares on the date of the grant was approximately $49.8. The remaining unrecognized pre-tax compensation cost related to restricted stock units at June 30, 2015 was $36.3.

The fair value of restricted stock units is determined based on the market price of Spectrum Brands’ common stock on the grant date.