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Stock Based Compensation
3 Months Ended
Mar. 31, 2013
Stock Based Compensation [Abstract]  
Stock Based Compensation
5. Stock Based Compensation

The Corporation follows a fair-value based method for valuing stock-based compensation that measures compensation cost at the grant date based on the fair value of the award.

The fair value of each option granted was estimated on the date of grant using the modified Black-Scholes options-pricing model.

In 2012 and 2013, no options were granted as the Corporation awarded restricted shares in lieu of options related to goals achieved within the 2011 and 2012 officer incentive plan.

A summary of the status of the Corporation’s stock option plans as of March 31, 2013 and December 31, 2012, and changes during the periods ending on those dates is presented below:

 

                                 
   

Three Months ended

March 31, 2013

   

Year ended

December 31, 2012

 
    Shares     Weighted-
average
exercise
price
    Shares     Weighted-
average
exercise
price
 

Outstanding at beginning of period

    581,888     $ 4.62       587,342     $ 4.68  

Granted

    0       0       0       0  

Exercised

    0       0       0       0  

Forfeited

    (316     2.51       (5,454     10.63  

Expired

    (16,518     16.13       0       0  
   

 

 

   

 

 

   

 

 

   

 

 

 

Outstanding at end of period

    565,054     $ 4.29       581,888     $ 4.62  
   

 

 

   

 

 

   

 

 

   

 

 

 

Options exercisable at period end

    456,473     $ 4.76       395,233     $ 5.70  
   

 

 

   

 

 

   

 

 

   

 

 

 

Weighted-average fair value of options granted during the period

          $ N/A             $ N/A  
           

 

 

           

 

 

 

 

The following information applies to options outstanding at March 31, 2013:

 

                                                         
    Options Outstanding     Options Exercisable  

Range of

Exercise Prices

  Number
Outstanding
    Weighted-
Average

Remaining
Contractual

Life (Years)
    Aggregate
Intrinsic
Value(1)
    Weighted-
Average

Exercise
Price
    Number
Exercisable
    Aggregate
Intrinsic
Value(1)
    Weighted-
Average

Exercise
Price
 

$1.90 – $2.51

    470,371       7.0             $ 2.39       361,790             $ 2.41  

$8.92

    18,877       4.8               8.92       18,877               8.92  

$11.36 – $14.16

    43,473       3.1               13.69       43,473               13.69  

$16.16 – $17.17

    32,333       1.7               16.60       32,333               16.60  
   

 

 

   

 

 

           

 

 

   

 

 

           

 

 

 
      565,054       6.4     $ 463,186     $ 4.29       456,473     $ 347,856     $ 4.76  

 

(1)

The intrinsic value is based on the difference of Camco Financial’s stock price on grant date and the stock price at March 31, 2013.

A summary of unvested options as of, and changes during the period ended, March 31, 2013, were as follows:

 

                 
     Number     Intrinsic Value  

Unvested options:

               

Beginning of period

    186,655     $ 193,447  

Granted

    0       0  

Forfeited

    0       0  

Vested during the period

    (78,074     (78,118
   

 

 

   

 

 

 

Unvested options at March 31, 2013

    108,581     $ 158,329  
   

 

 

   

 

 

 

The total intrinsic value of options exercised during the three months ended March, 2013 and for the year ended December 31, 2012, was $0 as no options were exercised.

As of March 31, 2013, there was $140,000 of total unrecognized compensation cost related to non-vested stock options. The unrecognized compensation cost is expected to be recognized over a weighted-average period of 1.8 years.

In 2009, Camco granted 50,000 restricted shares of stock out of the current authorized common stock related to an employment agreement. The issuance of restricted stock vested in four equal annual increments beginning in 2010.

In March 2012, Camco granted 262,492 shares of restricted stock with an impact to unearned/deferred compensation of $625,000. The stock was granted under the Camco Financial Corporation 2010 Equity Plan to officers based on 2011 performance. The issuance of the restricted stock vests over three years, 20% on the date of the award, 20% on the date that the Compensation Committee certifies Camco’s 2012 financial results and 60% on the date that the Compensation Committee certifies Camco’s 2013 financial results (such results are expected to be certified in the first quarter of 2014). However, if Camco’s pre-tax earnings for the fiscal year ended December 31, 2013 are not equal to or greater than the pre-tax earnings for the fiscal year ended December 31, 2011; the participant will forfeit 25% of the equity award that is to vest on such date. The fair value per share of restricted stock is the stock price at close on the grant date, which value is expensed on a straight-line basis during the vesting period.

In October 2012, Camco granted 53,187 shares of restricted stock with an impact to unearned/deferred compensation of $94,150. The stock was granted under the Camco Financial Corporation 2010 Equity Plan based on achievement of a 2012 performance goal. The restricted stock vested immediately.

 

In February 2013, Camco granted 90,428 shares of restricted stock with an impact to unearned/deferred compensation of $313,785 of which $62,760 was expensed in the prior year related to shares which immediately vested. The stock was granted under the Camco Financial Corporation 2010 Equity Plan to officers based on 2012 performance of which 7,378 shares of the 90,428 shares granted were withheld for tax purposes related to shares which immediately vested. The issuance of the restricted stock vests over three years, 20%, which equated to 10,700 shares, on the date of the award, 20% on the date that the Compensation Committee certifies Camco’s 2013 financial results and 60% on the date that the Compensation Committee certifies Camco’s 2014 financial results (such results are expected to be certified in the first quarter of 2014 and 2015, respectively). However, if Camco’s pre-tax earnings for the fiscal year ending December 31, 2013 or 2014 are not equal to or greater than the budgeted pre-tax earnings for the fiscal year ended December 31, 2012; the participant will forfeit 25% of the equity award that is to vest on such date. Additionally, the shares may not be transferred for one year after vesting except for settlement of taxes. The fair value per share of restricted stock is the stock price at close on the grant date, which value is expensed on a straight-line basis during the vesting period.

In February 2013, Camco granted 81,391 shares of restricted stock awards with an impact to unearned/deferred compensation of $282,427 of which $141,212 was expensed in the prior year related to shares which immediately vested. The stock was granted under the Camco Financial Corporation 2010 Equity Plan based on 2012 performance of which 29,331 shares of the 81,391 shares granted were withheld for tax purposes related to an 83B election. The issuance of the restricted stock vests 50% which equated to 11,364 shares, on the date of the award and 50% on the date that the Compensation Committee certifies Camco’s 2013 financial results.

The shares represented by restricted stock awards are considered outstanding at the grant date, as the recipients are entitled to voting rights and dividends if declared. A summary of restricted stock award activity for the period is presented below:

 

                 
    Non-vested Number of
Shares
    Weighted Average Grant
Date Fair Value
 

Non-vested balance at December 31, 2012

    219,989     $ 2.39  

Granted

    171,819     $ 3.47  

Vested

    (123,134   $ 2.91  
   

 

 

   

 

 

 

Non-vested balance at March 31, 2013

    268,674     $ 2.84  
   

 

 

   

 

 

 
           

 

 

 

At March 31, 2013, there was approximately $620,000 of compensation cost that had not been recognized related to restricted stock awards. That cost is expected to be recognized over the next 21 months.