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STOCK-BASED PLANS
12 Months Ended
Dec. 31, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
STOCK-BASED PLANS
STOCK BASED PLANS

On November 9, 2010, HHC adopted The Howard Hughes Corporation Amended and Restated 2010 Incentive Plan (the “Incentive Plan”). Pursuant to the Incentive Plan3,698,050 shares of HHC common stock were reserved for issuance. New shares are issued on exercise of options. The Incentive Plan provides for grants of options, stock appreciation rights, restricted stock, other stock‑based awards and market‑based compensation. Directors, employees and consultants of HHC and its subsidiaries and affiliates are eligible for awards. The Incentive Plan is administered by the Compensation Committee of the Board of Directors (the “Committee”). Option grant amounts are awarded by the Committee.

Compensation costs for share‑based payment arrangements totaled $12.1 million, $8.4 million and $9.4 million, of which $2.4 million, $1.1 million and $2.6 million were capitalized for 2018, 2017, and 2016, respectively. As of December 31, 2018, there were a maximum of 2,199,894 shares available for future grant under the Company's various stock plans.
 
Stock Options

The following tables summarize stock option activity:
 
 
 
 
 
 
Weighted Average
 
 
 
 
 
 
 
 
Remaining
 
Aggregate
 
 
 
 
Weighted Average
 
Contractual Term
 
Intrinsic
 
 
Shares
 
Exercise Price
 
(In years)
 
Value
Stock options outstanding at January 1, 2016
 
1,086,040

 
$
77.11

 
 
 
 
Granted
 
162,100

 
109.42

 
 
 
 
Exercised
 
(3,000
)
 
60.33

 
 
 
 
Forfeited
 
(68,500
)
 
122.93

 
 
 
 
Expired
 

 

 
 
 
 
Stock options outstanding at December 31, 2016
 
1,176,640

 
$
78.87

 
 
 
 
 
 
 
 
 
 
 
 
 
Granted
 
58,000

 
$
119.85

 
 
 
 
Exercised
 
(395,482
)
 
58.81

 
 
 
 
Forfeited
 
(54,976
)
 
105.17

 
 
 
 
Expired
 
(1,000
)
 
57.77

 
 
 
 
Stock options outstanding at December 31, 2017
 
783,182

 
$
90.22

 
 
 
 
 
 
 
 
 
 
 
 
 
Granted
 
265,000

 
$
124.56

 
 
 
 
Exercised
 
(183,592
)
 
65.72

 
 
 
 
Forfeited
 
(46,592
)
 
121.34

 
 
 
 
Expired
 

 

 
 
 
 
Stock options outstanding at December 31, 2018
 
817,998

 
$
105.06

 
6.3
 
8,608,841

 
 
 
 
 
 
 
 
 
Stock options exercisable at December 31, 2018
 
268,298

 
$
67.82

 
3.0
 
8,524,841

Stock options vested and expected to vest at December 31, 2018
 
797,320

 
$
104.61

 
6.3
 
8,607,055



Information related to stock options outstanding as of December 31, 2018 is summarized below:
 
 
 
 
 
 
 
 
Weighted Average
 
 
 
 
 
 
 
 
 
 
Remaining
 
 
 
 
 
 
Number
 
Weighted Average
 
Contractual Term
 
Number
Range of Exercise Prices
 
Outstanding
 
Exercise Price
 
(In years)
 
Exercisable
$
46.46

 
$
55.82

 
11,100

 
$
49.93

 
2.8
 
11,100

$
57.77

 
$
60.33

 
162,401

 
57.99

 
2.3
 
162,401

$
61.64

 
$
69.75

 
49,129

 
66.65

 
3.4
 
49,129

$
81.80

 
$
110.50

 
68,960

 
101.69

 
6.2
 
38,960

$
112.64

 
$
151.72

 
526,408

 
124.77

 
8.0
 
6,708

 
 
 
 
817,998

 
$
105.06

 
6.3
 
268,298



The fair value on the grant date and the significant assumptions used in the Black‑Scholes option‑pricing model are as follows:
 
 
As of December 31,
 
 
2018
 
2017
 
2016
Grant date fair value
 
$
48.27

 
$
34.51

 
$
36.55

Expected life of options (in years)
 
8.4

 
8.4

 
7.4

Risk-free interest rate
 
2.7
%
 
2.2
%
 
1.8
%
Expected volatility
 
24.7
%
 
22.8
%
 
33.1
%
Expected annual dividend per share
 

 

 



The computation of the expected volatility assumption used in the Black‑Scholes calculations is based on the median asset volatility of comparable companies as of each of the grant dates. 

Generally, options granted vest over requisite service periods or on a graduated scale based on total shareholder returns, expire ten years after the grant date and generally do not become exercisable until their restrictions on exercise lapse after the five-year anniversary of the grant date. For options that vest based on shareholder returns, the grant date fair values are calculated using a Monte-Carlo approach which simulates the Company's stock price on the corresponding vesting dates before applying the Black-Scholes model.

The balance of unamortized stock option expense as of December 31, 2018 is $15.3 million, which is expected to be recognized over a weighted‑average period of 5.1 years. Net of amounts capitalized relating to the Company's developments, $2.2 million, $1.6 million and $2.9 million of expense associated with stock options are included in General and administrative expense in the accompanying Consolidated Statements of Operations for the years ended December 31, 2018, 2017 and 2016, respectively.

Restricted Stock

Restricted stock awards issued under the Incentive Plan provide that shares awarded may not be sold or otherwise transferred until restrictions have lapsed as established by the Committee. In addition to the granting of restricted stock to certain members of management, the Company awards restricted stock to non‑employee directors as part of their annual retainer. The management awards vest over five years, and the restriction on the non‑employee director shares lapses on the date of the Company's annual meeting of shareholders, or June 1st of the award year, whichever is earlier.

Generally, upon termination of employment or directorship, restricted stock units and restricted shares which have not vested are forfeited.

The following table summarizes restricted stock activity:
 
 
Weighted Average
 
 
Grant Date
 
 
Shares
 
Fair Value
Restricted stock outstanding at January 1, 2016
 
242,556

 
$
100.15

Granted
 
136,198

 
67.80

Vested
 
(37,670
)
 
83.47

Forfeited
 
(51,972
)
 
90.14

Restricted stock outstanding at December 31, 2016
 
289,112

 
$
88.88

Granted
 
177,708

 
85.88

Vested
 
(68,819
)
 
88.58

Forfeited
 
(43,482
)
 
76.10

Restricted stock outstanding at December 31, 2017
 
354,519

 
$
89.00

Granted
 
142,332

 
83.09

Vested
 
(52,479
)
 
124.50

Forfeited
 
(37,828
)
 
91.71

Restricted stock outstanding at December 31, 2018
 
406,544

 
$
82.10



The grant date fair value of restricted stock is based on the closing sales price of common stock on the grant date. For restricted stock awards that vest based on shareholder returns, the grant date fair values are calculated using a Monte-Carlo approach which simulates the Company's stock price on the corresponding vesting dates before applying the Black-Scholes model.

Net of amounts capitalized relating to the Company's developments, HHC recognized compensation expense related to restricted stock awards of $7.5 million, $5.7 million and $4.5 million for the years ended December 31, 2018, 2017 and 2016, respectively, included in General and Administrative expense in the accompanying Consolidated Statements of Operations. The fair value of restricted stock that vested during 2018 was $5.5 million. The balance of unamortized restricted stock expense as of December 31, 2018 was $21.6 million, which is expected to be recognized over a weighted‑average period of 3.8 years.