Stock Options and Other Equity-Based Incentive Instruments

3 Months Ended

Mar. 31, 2013

Stock Options and Other Equity-Based Incentive Instruments [Abstract]

Stock Options and Other Equity-Based Incentive Instruments

Note 20—Stock Options and Other Equity-Based Incentive Instruments

In March 2009, the Company’s Board of Directors adopted the TriCo Bancshares 2009 Equity Incentive Plan (2009 Plan) covering officers, employees, directors of, and consultants to, the Company. The 2009 Plan was approved by the Company’s shareholders in May 2009. The 2009 Plan allows for the granting of the following types of “stock awards” (Awards): incentive stock options, nonstatutory stock options, performance awards, restricted stock, restricted stock unit awards and stock appreciation rights. In May 2013, the Company’s shareholders approved an amendment to the 2009 Plan increasing the maximum aggregate number of shares of TriCo’s common stock which may be issued pursuant to or subject to Awards from 650,000 to 1,650,000. The number of shares available for issuance under the 2009 Plan is reduced by: (i) one share for each share of common stock issued pursuant to a stock option or a Stock Appreciation Right and (ii) two shares for each share of common stock issued pursuant to a Performance Award, a Restricted Stock Award or a Restricted Stock Unit Award. When Awards made under the 2009 Plan expire or are forfeited or cancelled, the underlying shares will become available for future Awards under the 2009 Plan. To the extent that a share of common stock pursuant to an Award that counted as two shares against the number of shares again becomes available for issuance under the 2009 Plan, the number of shares of common stock available for issuance under the 2009 Plan shall increase by two shares. Shares awarded and delivered under the 2009 Plan may be authorized but unissued, or reacquired shares. As of March 31, 2013, 585,500 options for the purchase of common shares remain outstanding, and 1,064,500 remain available for grant, under the 2009 Plan (giving effect to the amendment described above).

In May 2001, the Company adopted the TriCo Bancshares 2001 Stock Option Plan (2001 Plan) covering officers, employees, directors of, and consultants to, the Company. Under the 2001 Plan, the option exercise price cannot be less than the fair market value of the Common Stock at the date of grant except in the case of substitute options. Options for the 2001 Plan expire on the tenth anniversary of the grant date. Vesting schedules under the 2001 Plan are determined individually for each grant. As of March 31, 2013, 795,935 options for the purchase of common shares remain outstanding under the 2001 Plan. No new options may be granted under the 2001 Plan.

Stock option activity is summarized in the following table for the time period indicated:

	Number of Shares			Option Price per Share					Weighted Average Exercise Price		Weighted Average Fair Value on Date of Grant
Outstanding at December 31, 2012		1,393,935		$	12.60	to	$	25.91	$	17.07
Options granted		7,500		$	16.59	to	$	16.59	$	16.59	$	7.51
Options exercised		(20,000	)	$	13.09	to	$	13.09	$	13.09
Options forfeited		—			—	to		—		—
Outstanding at March 31, 2013		1,381,435		$	12.60	to	$	25.91	$	17.13

The following table shows the number, weighted-average exercise price, intrinsic value, and weighted average remaining contractual life of options exercisable, options not yet exercisable and total options outstanding as of March 31, 2013:

	Currently Exercisable		Currently Not Exercisable		Total Outstanding
Number of options		1,047,546		333,889		1,381,435
Weighted average exercise price	$	17.65	$	15.49	$	17.13
Intrinsic value (in thousands)	$	1,379	$	568	$	1,947
Weighted average remaining contractual term (yrs.)		3.7		8.5		4.9

The 333,889 options that are currently not exercisable as of March 31, 2013 are expected to vest, on a weighted-average basis, over the next 3.3 years, and the Company is expected to recognize $2,308,000 of pre-tax compensation costs related to these options as they vest. The Company did not modify any option grants during 2012 or the three months ended March 31, 2013.