The Company's stock-based compensation plans include the Omnibus Incentive Plans, defined as the 2013 Omnibus Incentive Plan (the “2013 Plan”) and the 2008 Omnibus Incentive Plan, as amended and restated (the “2008 Plan”); the Employee Stock Purchase Plans, defined as the 2013 Employee Stock Purchase Plan (the “Qualified ESPP”), the 2013 Nonqualified Employee Stock Purchase Plan (the “Nonqualified ESPP”) and the 1986 Employee Stock Purchase Plan; the Employee Stock Purchase Incentive Plans, defined as the 2013 Incentive Compensation Nonqualified Employee Stock Purchase Plan (the “Incentive ESPP”) and the 1992 Incentive Plan – Stock Alternative; the Atlanta Capital Management Company, LLC Long-term Equity Incentive Plan (the “Atlanta Capital Plan”); and the Parametric Portfolio Associates LLC, Long-term Equity Incentive Plan (the “Parametric Plan”). The Company recognized compensation cost related to its plans for the years ended October 31, 2014, 2013 and 2012 as follows:

(in thousands)		2014		2013		2012
Omnibus Incentive Plans:
Stock options	$	16,291	$	14,945	$	27,959
Restricted shares		35,672		32,894		24,202
Phantom stock units		267		506		280
Employee Stock Purchase Plans		607		1,235		426
Employee Stock Purchase Incentive Plans		393		308		151
Atlanta Capital Plan		2,360		3,071		927
Parametric Plan		4,958		6,832		2,362
Total stock-based compensation expense	$	60,548	$	59,791	$	56,307

The total income tax benefit recognized for stock-based compensation arrangements was $20.5 million, $19.3 million and $17.9 million for the years ended October 31, 2014, 2013 and 2012, respectively.

The 2013 Plan, which is administered by the Compensation Committee of the Board and replaced the 2008 Plan, allows for awards of stock options, restricted shares and phantom stock units to eligible employees and non-employee Directors. Options to purchase Non-Voting Common Stock granted under the 2013 Plan expire ten years from the date of grant, vest over five years and may not be granted with an exercise price that is less than the fair market value of the stock as of the close of business on the date of grant. Restricted shares of Non-Voting Common Stock granted under the 2013 Plan vest over five years and may be subject to performance goals. These performance goals generally relate to the achievement of specified levels of adjusted operating income. Phantom stock units granted under the 2013 Plan vest over two years. The 2013 Plan contains change in control provisions that may accelerate the vesting of awards. A total of 12.5 million shares of Non-Voting Common Stock have been reserved for issuance under the 2013 Plan. Through October 31, 2014, 1.0 million restricted shares and options to purchase 1.8 million shares have been issued pursuant to the 2013 Plan.

The fair value of each stock option award is estimated on the date of grant using the Black-Scholes option valuation model. The Black-Scholes option valuation model incorporates assumptions as to dividend yield, volatility, an appropriate risk-free interest rate and the expected life of the option. Many of these assumptions require management's judgment. The Company's stock volatility assumption is based upon its historical stock price fluctuations. The Company uses historical data to estimate option forfeiture rates and the expected term of options granted. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve at the time of grant.

The weighted-average fair values per share of stock options granted during the years ended October 31, 2014, 2013 and 2012 using the Black-Scholes option pricing model were as follows:

	2014	2013	2012
Weighted-average grant date fair value
of options granted	$13.25	$7.69	$6.69

Assumptions:
Dividend yield	2.1% to 2.4%	2.8% to 5.5%	2.9% to 3.1%
Volatility	36% to 37%	36% to 37%	35% to 36%
Risk-free interest rate	2.1% to 2.4%	1.2% to 2.1%	1.0% to 1.6%
Expected life of options	6.9 years	7.1 years	7.2 years

Stock option transactions under the 2013 Plan and predecessor plans for the year ended October 31, 2014 are summarized as follows:

(share and intrinsic value figures in thousands)	Shares	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value
Options outstanding, beginning of period	23,911	$	28.43
Granted	1,810		41.62
Exercised	(3,732)		22.70
Forfeited/expired	(97)		29.98
Options outstanding, end of period	21,892	$	30.49	4.7	$	177,689
Options exercisable, end of period	13,942	$	30.62	3.2	$	116,910
Vested or expected to vest at October 31, 2014	21,868	$	30.49	4.7	$	177,591

The Company received $81.2 million, $113.6 million and $50.0 million related to the exercise of options for the years ended October 31, 2014, 2013 and 2012, respectively. Options exercised represent newly issued shares. The total intrinsic value of options exercised during the years ended October 31, 2014, 2013 and 2012 was $59.9 million, $86.3 million and $39.5 million, respectively. The total fair value of options that vested during the year ended October 31, 2014 was $19.5 million.

As of October 31, 2014, there was $33.9 million of compensation cost related to unvested stock options granted under the Omnibus Incentive Plans not yet recognized. That cost is expected to be recognized over a weighted-average period of 1.9 years.

In November 2014, the Company granted options for the purchase of 2.6 million shares of the Company's Non-Voting Common Stock under the 2013 Plan at a price of $36.71 per share, the then current trading price of the underlying securities.

The Company's restricted share awards are generally subject to graduated vesting schedules. Compensation expense is adjusted for estimated forfeitures and is recognized on a straight-line basis over the service periods underlying the awards. As of October 31, 2014, there was $78.7 million of compensation cost related to unvested awards granted under the Omnibus Incentive Plans not yet recognized. That cost is expected to be recognized over a weighted-average period of 2.7 years.

A summary of the Company's restricted share activity for the year ended October 31, 2014 under the Omnibus Incentive Plans is presented below:

		Weighted-
		Average
		Grant Date
(share figures in thousands)	Shares	Fair Value
Unvested, beginning of period	3,911	$	27.60
Granted	1,255		41.26
Vested	(1,303)		27.51
Forfeited	(79)		31.52
Unvested, end of period	3,784	$	32.08

The total fair value of restricted stock vested for the years ended October 31, 2014, 2013 and 2012 was $35.9 million, $20.6 million and $12.7 million, respectively. In November 2014, the Company granted a total of 1.2 million shares of restricted shares under the 2013 Plan at a grant date fair value of $36.71 per share.

During fiscal 2014, 6,350 phantom stock units were issued to non-employee Directors pursuant to the 2013 Plan. Because these units are contingently forfeitable, compensation expense is recorded over the forfeiture period. The total liability paid out associated with phantom stock was $0.5 million during the year ended October 31, 2014 and $0.3 million during each of the fiscal years ended October 31, 2013 and 2012. As of October 31, 2014, there was $0.1 million of compensation cost related to unvested awards granted under the Omnibus Incentive Plans not yet recognized. That cost is expected to be recognized over a weighted-average period of one year.

On October 4, 2013, the Board approved the Qualified ESPP and the Nonqualified ESPP to replace the 1986 Employee Stock Purchase Plans. The Qualified ESPP and the Nonqualified ESPP, which are administered by the Compensation Committee of the Board, permit eligible employees to direct up to a maximum of $12,500 per six-month offering period toward the purchase of Non-Voting Common Stock at the lower of 90 percent of the market price of the Non-Voting Common Stock at the beginning or at the end of each offering period. The Qualified ESPP qualifies under Section 423 of the U.S. Internal Revenue Code of 1986, as amended (“Internal Revenue Code”). A total of 0.4 million and 65,000 shares of the Company's Non-Voting Common Stock have been reserved for issuance under the Qualified ESPP and Nonqualified ESPP, respectively. Through October 31, 2014, 0.1 million shares have been issued pursuant to the Qualified ESPP and Nonqualified ESPP.

The Company received $3.7 million, $3.5 million and $3.7 million related to shares issued under the Employee Stock Purchase Plans for the years ended October 31, 2014, 2013 and 2012, respectively.

On October 4, 2013, the Board approved the Incentive ESPP to replace the 1992 Incentive Plan – Stock Alternative. The Incentive ESPP, which is administered by the Compensation Committee of the Board, permits employees to direct up to half of their incentive bonuses and commissions toward the purchase of the Company's Non-Voting Common Stock at the lower of 90 percent of the market price of the Non-Voting Common Stock at the beginning or at the end of each quarterly offering period. A total of 0.3 million shares of the Company's Non-Voting Common Stock have been reserved for issuance under the Incentive ESPP. Through October 31, 2014, 0.1 million shares have been issued pursuant to the plan.

The Company received $3.3 million, $2.1 million and $2.1 million related to shares issued under the Employee Stock Purchase Incentive Plans for the years ended October 31, 2014, 2013 and 2012, respectively.

The Atlanta Capital Plan allows for awards of profit units of Atlanta Capital to key employees of that entity. Profit units granted under the Atlanta Capital Plan vest over five years and entitle the holders to quarterly distributions of available cash flow. Fair value of the awards is determined on grant date utilizing an annual appraisal of Atlanta Capital. The annual appraisal is developed using two models, an income approach and a market approach, as described in Note 1. These models utilize appropriate discount rates as well as relevant investment management industry market multiples. Vested profit units are redeemable upon the exercise of limited in-service put rights held by the employee or call rights held by the Company. The call rights held by the Company entitle the Company to repurchase the profit units at the end of a ten-year call period and each year thereafter, and upon termination of employment. Execution of the puts and calls takes place upon availability of the annual appraisal to ensure the transactions take place at fair value. Profit units are not reserved for issuance; the number of profit units authorized for awards is determined annually by the Company on the first calendar day of the fiscal year. The awards under the Atlanta Capital Plan are accounted for as equity awards.

In the year ended October 31, 2014, approximately 28,000 profit units of Atlanta Capital were issued to certain employees of that entity pursuant to the Atlanta Capital Plan at a weighted-average per unit price of $128.23. Because the units are contingently forfeitable, compensation expense is recorded on a straight-line basis over the forfeiture period of five years. As of October 31, 2014, there was $5.5 million of compensation cost related to unvested awards granted under the plan not yet recognized. That cost is expected to be recognized over a weighted-average period of 3.3 years. Through October 31, 2014, approximately 241,200 profit units have been issued pursuant to the Atlanta Capital Plan.

In November 2014, the Company granted a total of 25,246 profit units at a grant date fair value of $142.47 per unit.

The Parametric Plan allows for awards of profit units of Parametric to key employees of that entity. Profit units granted under the Parametric Plan vest over five years and entitle the holders to quarterly distributions of available cash flow. Fair value of the awards is determined on date of grant utilizing an annual appraisal of Parametric. The annual appraisal is developed using two models, an income approach and a market approach, as described in Note 1. These models utilize appropriate discount rates as well as relevant investment management industry market multiples. Vested profit units are redeemable upon the exercise of limited in-service put rights held by the employee or call rights held by the Company. The call rights held by the Company entitle the Company to repurchase the profit units at the end of a ten-year call period and each year thereafter, and upon termination of employment. Execution of the puts and calls takes place upon availability of the annual appraisal to ensure the transactions take place at fair value. Profit units are not reserved for issuance; the number of profit units authorized for awards is determined annually by the Company on the first calendar day of the fiscal year. The awards under the Parametric Plan are accounted for as equity awards.

In the year ended October 31, 2014, approximately 2,500 profit units of Parametric were issued to certain employees of that entity pursuant to the Parametric Plan at a weighted-average per unit price of $1,977.65. Because these units are contingently forfeitable, compensation expense is recorded on a straight-line basis over the forfeiture period of five years. As of October 31, 2014, there was $8.3 million of compensation cost related to unvested awards granted under the plan not yet recognized. That cost is expected to be recognized over a weighted-average period of 2.8 years. Through October 31, 2014, approximately 32,000 profit units have been issued pursuant to the Parametric Plan.

In November 2014, the Company granted a total of 3,445 profit units at a grant date fair value of $2,196.10 per unit.

The Company has established an unfunded, non-qualified Stock Option Income Deferral Plan to permit key employees to defer recognition of income upon exercise of non-qualified stock options previously granted by the Company. As of October 31, 2014, options to purchase 0.2 million shares have been exercised and placed in trust with the Company.