Common Stock and Stock Compensation

12 Months Ended

Dec. 31, 2012

Stock Issued

During 2012, Southern Company issued 12.1 million shares of common stock for $397 million through employee and director stock plans. In 2011, Southern Company raised $723 million from the issuance of 21.9 million new common shares through the Southern Investment Plan and employee and director stock plans.

Stock Repurchased

In July 2012, Southern Company announced a program to repurchase shares to partially offset the incremental shares issued under its employee and director stock plans. Under this program, approximately 9 million shares have been repurchased through December 31, 2012 at a total cost of $430 million. In January 2013, Southern Company announced that it planned to continue this program through 2015. Pursuant to Board approval, Southern Company may repurchase shares through open market purchases or privately negotiated transactions, in accordance with applicable securities laws.

Shares Reserved

At December 31, 2012, a total of 130 million shares were reserved for issuance pursuant to the Southern Investment Plan, the Employee Savings Plan, the Outside Directors Stock Plan, and the Omnibus Incentive Compensation Plan (which includes stock options and performance shares units as discussed below). Of the total 130 million shares reserved, there were 39 million shares of common stock remaining available for awards under the Omnibus Incentive Compensation Plan as of December 31, 2012.

Stock Options

Southern Company provides non-qualified stock options through its Omnibus Incentive Compensation Plan to a large segment of Southern Company system employees ranging from line management to executives. As of December 31, 2012, there were 6,026 current and former employees participating in the stock option program. The prices of options were at the fair market value of the shares on the dates of grant. These options become exercisable pro rata over a maximum period of three years from the date of grant. Southern Company generally recognizes stock option expense on a straight-line basis over the vesting period which equates to the requisite service period; however, for employees who are eligible for retirement, the total cost is expensed at the grant date. Options outstanding will expire no later than 10 years after the date of grant, unless terminated earlier by the Southern Company Board of Directors in accordance with the Omnibus Incentive Compensation Plan. For certain stock option awards, a change in control will provide accelerated vesting.

The estimated fair values of stock options granted were derived using the Black-Scholes stock option pricing model. Expected volatility was based on historical volatility of Southern Company's stock over a period equal to the expected term. Southern Company used historical exercise data to estimate the expected term that represents the period of time that options granted to employees are expected to be outstanding. The risk-free rate was based on the U.S. Treasury yield curve in effect at the time of grant that covers the expected term of the stock options.

The following table shows the assumptions used in the pricing model and the weighted average grant-date fair value of stock options granted:



Year Ended December 31	2012	2011	2010
Expected volatility	17.7%	17.5%	17.4%
Expected term (in years)	5.0	5.0	5.0
Interest rate	0.9%	2.3%	2.4%
Dividend yield	4.2%	4.8%	5.6%
Weighted average grant-date fair value	$3.39	$3.23	$2.23

Southern Company's activity in the stock option program for 2012 is summarized below:



	Shares Subject to Option		Weighted Average Exercise Price
Outstanding at December 31, 2011	40,956,822		$	33.88
Granted	7,153,669		44.50
Exercised	(12,120,419	)	32.76
Cancelled	(73,769	)	37.75
Outstanding at December 31, 2012	35,916,303		$	36.37
Exercisable at December 31, 2012	22,724,015		$	34.09

The number of stock options vested, and expected to vest in the future, as of December 31, 2012 was not significantly different from the number of stock options outstanding at December 31, 2012 as stated above. As of December 31, 2012, the weighted average remaining contractual term for the options outstanding and options exercisable was approximately six years and five years, respectively, and the aggregate intrinsic value for the options outstanding and options exercisable was $243 million and $199 million, respectively.

As of December 31, 2012, there was $8 million of total unrecognized compensation cost related to stock option awards not yet vested. That cost is expected to be recognized over a weighted-average period of approximately 11 months.

For the years ended December 31, 2012, 2011, and 2010, total compensation cost for stock option awards recognized in income was $23 million, $22 million, and $22 million, respectively, with the related tax benefit also recognized in income of $9 million, $8 million, and $9 million, respectively.

The total intrinsic value of options exercised during the years ended December 31, 2012, 2011, and 2010 was $162 million, $155 million, and $57 million, respectively. The actual tax benefit realized by the Company for the tax deductions from stock option exercises totaled $62 million, $60 million, and $22 million for the years ended December 31, 2012, 2011, and 2010, respectively.

Southern Company has a policy of issuing shares to satisfy share option exercises. Cash received from issuances related to option exercises under the share-based payment arrangements for the years ended December 31, 2012, 2011, and 2010 was $397 million, $528 million, and $198 million, respectively.

Performance Shares

Southern Company provides performance share award units through its Omnibus Incentive Compensation Plan to a large segment of Southern Company system employees ranging from line management to executives. The performance share units granted under the plan vest at the end of a three-year performance period which equates to the requisite service period. Employees that retire prior to the end of the three-year period receive a pro rata number of shares, issued at the end of the performance period, based on actual months of service prior to retirement. The value of the award units is based on Southern Company's total shareholder return (TSR) over the three-year performance period which measures Southern Company's relative performance against a group of industry peers. The performance shares are delivered in common stock following the end of the performance period based on Southern Company's actual TSR and may range from 0% to 200% of the original target performance share amount.

The fair value of performance share awards is determined as of the grant date using a Monte Carlo simulation model to estimate the TSR of Southern Company's stock among the industry peers over the performance period. Southern Company recognizes compensation expense on a straight-line basis over the three-year performance period without remeasurement. Compensation expense for awards where the service condition is met is recognized regardless of the actual number of shares issued. The expected volatility was based on the historical volatility of Southern Company's stock over a period equal to the performance period. The risk-free rate was based on the U.S. Treasury yield curve in effect at the time of grant that covers the performance period of the award units.

The following table shows the assumptions used in the pricing model and the weighted average grant-date fair value of performance share award units granted:



Year Ended December 31	2012	2011	2010
Expected volatility	16.0%	19.2%	20.7%
Expected term (in years)	3.0	3.0	3.0
Interest rate	0.4%	1.4%	1.4%
Annualized dividend rate	$1.89	$1.82	$1.75
Weighted average grant-date fair value	$41.99	$35.97	$30.13

Total unvested performance share units outstanding as of December 31, 2011 were 1,719,598. During 2012, 842,447 performance share units were granted, 842,710 performance share units were vested, and 86,179 performance share units were forfeited resulting in 1,633,156 unvested units outstanding at December 31, 2012. In January 2013, the vested performance share award units were converted into 1,137,817 shares outstanding at a share price of $43.05 for the three-year performance and vesting period ended December 31, 2012.

For the years ended December 31, 2012, 2011, and 2010, total compensation cost for performance share units recognized in income was $28 million, $18 million, and $9 million, respectively, with the related tax benefit also recognized in income of $11 million, $7 million, and $4 million, respectively. As of December 31, 2012, there was $33 million of total unrecognized compensation cost related to performance share award units that will be recognized over a weighted-average period of approximately 11 months.

Diluted Earnings Per Share

For Southern Company, the only difference in computing basic and diluted earnings per share is attributable to awards outstanding under the stock option and performance share plans. The effect of both stock options and performance share award units were determined using the treasury stock method. Shares used to compute diluted earnings per share were as follows:



	Average Common Stock Shares
	2012	2011	2010
	(in millions)
As reported shares	871	857	832
Effect of options and performance share award units	8	7	5
Diluted shares	879	864	837

Stock options and performance share award units that were not included in the diluted earnings per share calculation because they were anti-dilutive were immaterial as of December 31, 2012 and 2011. Assuming an average stock price of $47.89 and $42.67 (the highest exercise prices of the anti-dilutive options outstanding in 2012 and 2011, respectively), the effect of options and performance share award units would have been immaterial for the years ended December 31, 2012 and 2011.

Common Stock Dividend Restrictions

The income of Southern Company is derived primarily from equity in earnings of its subsidiaries. At December 31, 2012, consolidated retained earnings included $6.4 billion of undistributed retained earnings of the subsidiaries.

Alabama Power [Member]

STOCK COMPENSATION

Stock Options

Southern Company provides non-qualified stock options through its Omnibus Incentive Compensation Plan to a large segment of the Company's employees ranging from line management to executives. As of December 31, 2012, there were 1,057 current and former employees of the Company participating in the stock option program, and there were 39 million shares of Southern Company common stock remaining available for awards under the Omnibus Incentive Compensation Plan. The prices of options were at the fair market value of the shares on the dates of grant. These options become exercisable pro rata over a maximum period of three years from the date of grant. The Company generally recognizes stock option expense on a straight-line basis over the vesting period which equates to the requisite service period; however, for employees who are eligible for retirement, the total cost is expensed at the grant date. Options outstanding will expire no later than 10 years after the date of grant, unless terminated earlier by the Southern Company Board of Directors in accordance with the Omnibus Incentive Compensation Plan. For certain stock option awards, a change in control will provide accelerated vesting.

The following table shows the assumptions used in the pricing model and the weighted average grant-date fair value of stock options granted:



Year Ended December 31	2012			2011			2010
Expected volatility	17.7		%	17.5		%	17.4		%
Expected term (in years)	5.0			5.0			5.0
Interest rate	0.9		%	2.3		%	2.4		%
Dividend yield	4.2		%	4.8		%	5.6		%
Weighted average grant-date fair value	$	3.39		$	3.23		$	2.23

The Company's activity in the stock option program for 2012 is summarized below:



	Shares Subject to Option		Weighted Average Exercise Price
Outstanding at December 31, 2011	7,191,786		$	33.63
Granted	1,099,315		44.44
Exercised	(2,226,269	)	32.43
Cancelled	(4,280	)	38.74
Outstanding at December 31, 2012	6,060,552		$	36.02
Exercisable at December 31, 2012	3,884,089		$	33.84

As of December 31, 2012, there was $1 million of total unrecognized compensation cost related to stock option awards not yet vested. That cost is expected to be recognized over a weighted-average period of approximately 11 months.

For the years ended December 31, 2012, 2011, and 2010, total compensation cost for stock option awards recognized in income was $4 million, $3 million, and $3 million, respectively, with the related tax benefit also recognized in income of $1 million, $1 million, and $1 million, respectively.

The compensation cost and tax benefits related to the grant and exercise of Southern Company stock options to the Company's employees are recognized in the Company's financial statements with a corresponding credit to equity, representing a capital contribution from Southern Company.

The total intrinsic value of options exercised during the years ended December 31, 2012, 2011, and 2010 was $28 million, $23 million, and $12 million, respectively. The actual tax benefit realized by the Company for the tax deductions from stock option exercises totaled $11 million, $9 million, and $4 million for the years ended December 31, 2012, 2011, and 2010, respectively.

Performance Shares

Southern Company provides performance share award units through its Omnibus Incentive Compensation Plan to a large segment of the Company's employees ranging from line management to executives. The performance share units granted under the plan vest at the end of a three-year performance period which equates to the requisite service period. Employees that retire prior to the end of the three-year period receive a pro rata number of shares, issued at the end of the performance period, based on actual months of service prior to retirement. The value of the award units is based on Southern Company's total shareholder return (TSR) over the three-year performance period which measures Southern Company's relative performance against a group of industry peers. The performance shares are delivered in common stock following the end of the performance period based on Southern Company's actual TSR and may range from 0% to 200% of the original target performance share amount.

The fair value of performance share awards is determined as of the grant date using a Monte Carlo simulation model to estimate the TSR of Southern Company's stock among the industry peers over the performance period. The Company recognizes compensation expense on a straight-line basis over the three-year performance period without remeasurement. Compensation expense for awards where the service condition is met is recognized regardless of the actual number of shares issued. The expected volatility was based on the historical volatility of Southern Company's stock over a period equal to the performance period. The risk-free rate was based on the U.S. Treasury yield curve in effect at the time of grant that covers the performance period of the award units.

The following table shows the assumptions used in the pricing model and the weighted average grant-date fair value of performance share award units granted:



Year Ended December 31	2012	2011	2010
Expected volatility	16.0%	19.2%	20.7%
Expected term (in years)	3.0	3.0	3.0
Interest rate	0.4%	1.4%	1.4%
Annualized dividend rate	$1.89	$1.82	$1.75
Weighted average grant-date fair value	$41.99	$35.97	$30.13

Total unvested performance share units outstanding as of December 31, 2011 were 287,720. During 2012, 131,820 performance share units were granted, 134,054 performance share units were vested, and 4,950 performance share units were forfeited resulting in 280,536 unvested units outstanding at December 31, 2012. In January 2013, the vested performance share award units were converted into 180,997 shares outstanding at a share price of $43.05 for the three-year performance and vesting period ended December 31, 2012.

For the years ended December 31, 2012, 2011, and 2010, total compensation cost for performance share units recognized in income was $5 million, $3 million, and $1 million, respectively, with the related tax benefit also recognized in income of $2 million, $1 million, and $1 million, respectively. As of December 31, 2012, there was $5 million of total unrecognized compensation cost related to performance share award units that will be recognized over a weighted-average period of approximately 11 months.

Georgia Power [Member]

STOCK COMPENSATION

Stock Options

Southern Company provides non-qualified stock options through its Omnibus Incentive Compensation Plan to a large segment of the Company's employees ranging from line management to executives. As of December 31, 2012, there were 1,402 current and former employees of the Company participating in the stock option program, and there were 39 million shares of Southern Company common stock remaining available for awards under the Omnibus Incentive Compensation Plan. The prices of options were at the fair market value of the shares on the dates of grant. These options become exercisable pro rata over a maximum period of three years from the date of grant. The Company generally recognizes stock option expense on a straight-line basis over the vesting period which equates to the requisite service period; however, for employees who are eligible for retirement, the total cost is expensed at the grant date. Options outstanding will expire no later than 10 years after the date of grant, unless terminated earlier by the Southern Company Board of Directors in accordance with the Omnibus Incentive Compensation Plan. For certain stock option awards, a change in control will provide accelerated vesting.

The following table shows the assumptions used in the pricing model and the weighted average grant-date fair value of stock options granted:



Year Ended December 31	2012			2011			2010
Expected volatility	17.7		%	17.5		%	17.4		%
Expected term (in years)	5.0			5.0			5.0
Interest rate	0.9		%	2.3		%	2.4		%
Dividend yield	4.2		%	4.8		%	5.6		%
Weighted average grant-date fair value	$	3.39		$	3.23		$	2.23

The Company's activity in the stock option program for 2012 is summarized below:



	Shares Subject to Option		Weighted Average Exercise Price
Outstanding at December 31, 2011	7,952,587		$	33.73
Granted	1,269,725		44.43
Exercised	(2,666,146	)	32.77
Cancelled	(8,668	)	42.04
Outstanding at December 31, 2012	6,547,498		$	36.18
Exercisable at December 31, 2012	4,196,637		$	33.96

As of December 31, 2012, the amount of unrecognized compensation cost related to stock option awards not yet vested was immaterial.

The total intrinsic value of options exercised during the years ended December 31, 2012, 2011, and 2010 was $34 million, $32 million, and $12 million, respectively. The actual tax benefit realized by the Company for the tax deductions from stock option exercises was not material for any of the years presented.

Performance Shares

The fair value of performance share awards is determined as of the grant date using a Monte Carlo simulation model to estimate the TSR of Southern Company's stock among the industry peers over the performance period. The Company recognizes compensation expense on a straight-line basis over the three-year performance period without remeasurement. Compensation expense for awards where the service condition is met is recognized regardless of the actual number of shares issued. The expected volatility was based on the historical volatility of Southern Company's stock over a period equal to the performance period. The risk-free rate was based on the U.S. Treasury yield curve in effect at the time of grant that covers the performance period of the award units.

The following table shows the assumptions used in the pricing model and the weighted average grant-date fair value of performance share award units granted:



Year Ended December 31	2012			2011			2010
Expected volatility	16.0		%	19.2		%	20.7		%
Expected term (in years)	3.0			3.0			3.0
Interest rate	0.4		%	1.4		%	1.4		%
Annualized dividend rate	$	1.89		$	1.82		$	1.75
Weighted average grant-date fair value	$	41.99		$	35.97		$	30.13

Total unvested performance share units outstanding as of December 31, 2011 were 325,958. During 2012, 152,812 performance share units were granted, 179,917 performance shares were vested, and 18,853 performance share units were forfeited resulting in 280,000 unvested units outstanding at December 31, 2012. In January 2013, the vested performance share award units were converted into 242,938 shares outstanding at a share price of $43.05 for the three-year performance and vesting period ended December 31, 2012.

Total compensation cost for performance share units and the related tax benefit recognized in income were immaterial for all years presented. As of December 31, 2012, the amount of total unrecognized compensation cost related to performance share award units that will be recognized over a weighted-average period of approximately 11 months was immaterial.

Gulf Power [Member]

STOCK COMPENSATION

8. STOCK COMPENSATION

Stock Options

Southern Company provides non-qualified stock options through its Omnibus Incentive Compensation Plan to a large segment of the Company's employees ranging from line management to executives. As of December 31, 2012, there were 218 current and former employees of the Company participating in the stock option program, and there were 39 million shares of Southern Company common stock remaining available for awards under the Omnibus Incentive Compensation Plan. The prices of options were at the fair market value of the shares on the dates of grant. These options become exercisable pro rata over a maximum period of three years from the date of grant. The Company generally recognizes stock option expense on a straight-line basis over the vesting period which equates to the requisite service period; however, for employees who are eligible for retirement, the total cost is expensed at the grant date. Options outstanding will expire no later than 10 years after the date of grant, unless terminated earlier by the Southern Company Board of Directors in accordance with the Omnibus Incentive Compensation Plan. For certain stock option awards, a change in control will provide accelerated vesting.

Southern Company used historical exercise data to estimate the expected term that represents the period of time that options granted to employees are expected to be outstanding. The risk-free rate was based on the U.S. Treasury yield curve in effect at the time of grant that covers the expected term of the stock options.

The following table shows the assumptions used in the pricing model and the weighted average grant-date fair value of stock options granted:



Year Ended December 31	2012	2011	2010
Expected volatility	17.7%	17.5%	17.4%
Expected term (in years)	5.0	5.0	5.0
Interest rate	0.9%	2.3%	2.4%
Dividend yield	4.2%	4.8%	5.6%
Weighted average grant-date fair value	$3.39	$3.23	$2.23

The Company's activity in the stock option program for 2012 is summarized below:



	Shares Subject to Option		Weighted Average Exercise Price
Outstanding at December 31, 2011	1,498,663		$	33.75
Granted	244,607		44.43
Exercised	(353,749	)	31.97
Cancelled	(606	)	42.08
Outstanding at December 31, 2012	1,388,915		$	36.08
Exercisable at December 31, 2012	884,888		$	34.02

The number of stock options vested, and expected to vest in the future, as of December 31, 2012, was not significantly different from the number of stock options outstanding at December 31, 2012 as stated above. As of December 31, 2012, the weighted average remaining contractual term for the options outstanding and options exercisable was approximately six years and five years, respectively, and the aggregate intrinsic value for the options outstanding and options exercisable was $9.7 million and $7.8 million, respectively.

As of December 31, 2012, there was $0.3 million of total unrecognized compensation cost related to stock option awards not yet vested. That cost is expected to be recognized over a weighted average period of approximately 11 months.

For the years ended December 31, 2012, 2011, and 2010, total compensation cost for stock option awards recognized in income was $0.7 million, $0.7 million, and $0.8 million, respectively, with the related tax benefit also recognized in income of $0.3 million, $0.3 million, and $0.3 million, respectively.

The total intrinsic value of options exercised during the years ended December 31, 2012, 2011, and 2010 was $3.8 million, $3.2 million, and $1.6 million, respectively. The actual tax benefit realized by the Company for the tax deductions from stock option exercises totaled $1.5 million, $1.2 million, and $0.6 million for the years ended December 31, 2012, 2011, and 2010, respectively.

Performance Shares

The fair value of performance share awards is determined as of the grant date using a Monte Carlo simulation model to estimate the TSR of Southern Company's stock among the industry peers over the performance period. The Company recognizes compensation expense on a straight-line basis over the three-year performance period without remeasurement. Compensation expense for awards where the service condition is met is recognized regardless of the actual number of shares issued. The expected volatility was based on the historical volatility of Southern Company's stock over a period equal to the performance period. The risk-free rate was based on the U.S. Treasury yield curve in effect at the time of grant that covers the performance period of the award units.

The following table shows the assumptions used in the pricing model and the weighted average grant-date fair value of performance share award units granted:



Year Ended December 31	2012	2011	2010
Expected volatility	16.0%	19.2%	20.7%
Expected term (in years)	3.0	3.0	3.0
Interest rate	0.4%	1.4%	1.4%
Annualized dividend rate	$1.89	$1.82	$1.75
Weighted average grant-date fair value	$41.99	$35.97	$30.13

Total unvested performance share units outstanding as of December 31, 2011 were 66,662. During 2012, 29,444 performance share units were granted, 26,738 performance share units were vested, and 563 performance share units were forfeited resulting in 68,805 unvested units outstanding at December 31, 2012. In January 2013, the vested performance share award units were converted into 36,105 shares outstanding at a share price of $43.05 for the three-year performance and vesting period ended December 31, 2012.

For the years ended December 31, 2012, 2011, and 2010, total compensation cost for performance share units recognized in income was $1.0 million, $0.7 million, and $0.3 million, respectively, with the related tax benefit also recognized in income of $0.4 million, $0.3 million, and $0.1 million, respectively. As of December 31, 2012, there was $1.0 million of total unrecognized compensation cost related to performance share award units that will be recognized over a weighted average period of approximately 11 months.

Mississippi Power [Member]

STOCK COMPENSATION

Stock Options

Southern Company provides non-qualified stock options through its Omnibus Incentive Compensation Plan to a large segment of the Company's employees ranging from line management to executives. As of December 31, 2012, there were 241 current and former employees of the Company participating in the stock option program and there were 39 million shares of Southern Company common stock remaining available for awards under the Omnibus Incentive Compensation Plan. The prices of options were at the fair market value of the shares on the dates of grant. These options become exercisable pro rata over a maximum period of three years from the date of grant. The Company generally recognizes stock option expense on a straight-line basis over the vesting period which equates to the requisite service period; however, for employees who are eligible for retirement, the total cost is expensed at the grant date. Options outstanding will expire no later than 10 years after the date of grant, unless terminated earlier by the Southern Company Board of Directors in accordance with the Omnibus Incentive Compensation Plan. For certain stock option awards, a change in control will provide accelerated vesting.

The following table shows the assumptions used in the pricing model and the weighted average grant-date fair value of stock options granted:



Year Ended December 31	2012	2011	2010
Expected volatility	17.7%	17.5%	17.4%
Expected term (in years)	5.0	5.0	5.0
Interest rate	0.9%	2.3%	2.4%
Dividend yield	4.2%	4.8%	5.6%
Weighted average grant-date fair value	$3.39	$3.23	$2.23

The Company's activity in the stock option program for 2012 is summarized below:



	Shares Subject to Option		Weighted Average Exercise Price
Outstanding at December 31, 2011	1,569,728		$	33.59
Granted	278,709		44.46
Exercised	(474,871	)	31.98
Cancelled	—		—
Outstanding at December 31, 2012	1,373,566		$	36.34
Exercisable at December 31, 2012	864,634		$	33.96

For the years ended December 31, 2012, 2011, and 2010, total compensation cost for stock option awards recognized in income was $0.9 million, $0.8 million, and $0.8 million, respectively, with the related tax benefit also recognized in income of $0.3 million, $0.3 million, and $0.3 million, respectively.

The total intrinsic value of options exercised during the years ended December 31, 2012, 2011, and 2010 was $4.9 million, $4.2 million, and $2.7 million, respectively. The actual tax benefit realized by the Company for the tax deductions from stock option exercises totaled $1.9 million, $1.6 million, and $1.0 million for the years ended December 31, 2012, 2011, and 2010, respectively.

Performance Shares

The fair value of performance share awards is determined as of the grant date using a Monte Carlo simulation model to estimate the TSR of Southern Company's stock among the industry peers over the performance period. The Company recognizes compensation expense on a straight-line basis over the three-year performance period without remeasurement. Compensation expense for awards where the service condition is met is recognized regardless of the actual number of shares issued. The expected volatility was based on the historical volatility of Southern Company's stock over a period equal to the performance period. The risk-free rate was based on the U.S. Treasury yield curve in effect at the time of grant that covers the performance period of the award units.

The following table shows the assumptions used in the pricing model and the weighted average grant-date fair value of performance share award units granted:



Year Ended December 31	2012	2011	2010
Expected volatility	16.0%	19.2%	20.7%
Expected term (in years)	3.0	3.0	3.0
Interest rate	0.4%	1.4%	1.4%
Annualized dividend rate	$1.89	$1.82	$1.75
Weighted average grant-date fair value	$41.99	$35.97	$30.13

Total unvested performance share units outstanding as of December 31, 2011 were 70,830. During 2012, 33,077 performance share units were granted, 32,208 performance share units were vested, and 3,213 performance share units were forfeited resulting in 68,486 unvested units outstanding at December 31, 2012. In January 2013, the vested performance share award units were converted into 43,481 shares outstanding at a share price of $43.05 for the three-year performance and vesting period ended December 31, 2012.

For the years ended December 31, 2012, 2011, and 2010, total compensation cost for performance share units recognized in income was $1.2 million, $0.7 million, and $0.3 million, respectively, with the related tax benefit also recognized in income of $0.4 million, $0.3 million, and $0.1 million, respectively. As of December 31, 2012, there was $1.4 million of total unrecognized compensation cost related to performance share award units that will be recognized over a weighted-average period of approximately 11 months.

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Staff Accounting Bulletin (SAB)

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-Publisher FASB

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-Topic 718

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-Section 50

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Reference 3: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

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Reference 4: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 718

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-Section 50

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-URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5047-113901

Reference 5: http://www.xbrl.org/2003/role/presentationRef

-Publisher AICPA

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Reference 6: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

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-Section 50

-Paragraph 1

-URI http://asc.fasb.org/extlink&oid=6418621&loc=d3e17540-113929

Reference 7: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 123R

-Paragraph 64, 65, A240

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 718

-SubTopic 10

-Section 50

-Paragraph 4

-URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5444-113901

+ Details