The Company grants long-term equity-based awards under the Amended and Restated 2004 Long Term Incentive Plan (the "2004 Plan"). The 2004 Plan provides for the granting of nonqualified stock options, equity-based stock appreciation rights (SARs), restricted stock awards (RSAs), restricted stock units (RSUs) and stock-settled performance share units (PSUs), as well as cash-based performance grants, to employees and non-employee directors of the Company. Under the 2004 Plan, a maximum of 6,750,000 shares were approved for issuance. In October 2013, the 2004 Plan was amended to limit the aggregate RSAs, RSUs and PSUs that are available for grant to 3,465,701. As of June 30, 2016, a maximum of 1,931,279 shares of RSAs, RSUs and PSUs were available for grant under the 2004 Plan. All unvested awards are subject to forfeiture in the event of termination of employment, unless accelerated. SAR and RSU awards granted subsequent to July 1, 2012 generally include various acceleration terms for participants aged sixty-two years or older or who are aged fifty-five or older and have fifteen years of continuous service.

The Company also has outstanding stock options under the 2000 Stock Option Plan (the "2000 Plan"), although the plan terminated in 2010 and no additional awards have since been or will be made under the 2000 Plan. The 2000 Plan allowed the Company to grant both incentive and nonqualified stock options and replaced the Company's 1991 Stock Option Plan.

Under the 2004 Plan and the 2000 Plan, stock-based awards are granted at an exercise price or initial value equal to the fair market value on the date of grant.

Using the fair value of each grant on the date of grant, the weighted average fair values per stock-based compensation award granted during fiscal years 2016, 2015 and 2014 were as follows:



	2016		2015		2014
Stock options & SARs	$	3.51	$	6.16	$	6.00
RSAs & RSUs	11.18		15.95		15.50
PSUs	12.11		15.15		15.73

The fair value of SARs granted are estimated on the date of grant using the Black-Scholes-Merton (BSM) option valuation model. The significant assumptions used in determining the estimated fair value of SARs granted during fiscal years 2016, 2015 and 2014 were as follows:



	2016	2015	2014
Risk-free interest rate	1.71%	1.53 - 1.84%	1.67 - 1.96%
Expected term (in years)	6.00	6.00	6.00
Expected volatility	30.00%	38.00 - 44.00%	44.00%
Expected dividend yield	0%	0%	1.52 - 1.61%

The risk free rate of return is determined based on the U.S. Treasury rates approximating the expected life of the stock options and SARs granted. Expected volatility is established based on historical volatility of the Company's stock price. Estimated expected life was based on an analysis of historical stock options granted data which included analyzing grant activity including grants exercised, expired and canceled. The expected dividend yield is determined based on the Company's annual dividend amount as a percentage of the strike price at the time of the grant. The Company uses historical data to estimate pre-vesting forfeiture rates.

Stock-based compensation expense recorded in G&A was as follows:



	2016		2015		2014
SARs & stock options	$	2,774	$	2,652	$	2,145
RSAs, RSUs, & PSUs	7,023		5,995		4,255
Total stock-based compensation expense	$	9,797	$	8,647	$	6,400

Stock Appreciation Rights & Stock Options:

SARs and stock options granted under the 2004 Plan and 2000 Plan generally vest ratably over a three to five years period on each of the annual grant date anniversaries and expire ten years from the grant date. SARs granted subsequent to fiscal year 2012 vest ratably over a three year period with the exception of the January 2015 grant which vests entirely after five years and expires seven years from the grant date.

Activity for all of our outstanding SARs and stock options is as follows:



	Shares (in thousands)				Weighted Average Exercise Price		Weighted- Average Remaining Contractual Life	Aggregate Intrinsic Value (in thousands)
	SARs		Stock Options		Weighted Average Exercise Price		Weighted- Average Remaining Contractual Life	Aggregate Intrinsic Value (in thousands)
Outstanding balance at June 30, 2015	1,755		179		$	19.16	6.9	$	287
Granted	690		—		10.84
Forfeited/Expired	(234	)	(81	)	21.24
Exercised	(2	)	—		15.50
Outstanding balance at June 30, 2016	2,209		98		$	16.39	7.0	$	1,043
Exercisable at June 30, 2016	832		98		$	18.81	5.7	$	—
Unvested awards, net of estimated forfeitures	1,305		—		$	14.84	7.8	$	985

The total cash proceeds and income tax benefit associated with the exercise of SARs and stock options during fiscal years 2016, 2015 and 2014 were immaterial. As of June 30, 2016, there was $3.7 million of unrecognized expense related to SARs and stock options that is to be recognized over a weighted-average period of 2.4 years.

Restricted Stock Awards & Restricted Stock Units:

RSAs and RSUs granted to employees under the 2004 Plan generally vest ratably over a three to five year period on each of the annual grant date anniversaries or vest entirely after a three or five year period. In addition, the Chief Executive Officer has an outstanding RSU grant that vests upon the achievement of a specified value for the Company's stock over a specified period of time. RSUs granted to non-employee directors under the 2004 Plan generally vest in equal monthly amounts over a one year period from the Company's previous annual shareholder meeting date and distributions are deferred until the director's board service ends.

Activity for all of our RSAs and RSUs is as follows:



	Shares/Units (in thousands)				Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value (in thousands)
	RSAs		RSUs		Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value (in thousands)
Outstanding balance at June 30, 2015	133		809		$	15.86	$	14,830
Granted	—		308		11.18
Forfeited	—		(47	)	13.58
Vested	(11	)	(162	)	15.88
Outstanding balance at June 30, 2016	122		908		$	14.91	$	12,825
Vested at June 30, 2016	—		153		$	15.45	$	1,920
Unvested awards, net of estimated forfeitures	121		709		$	14.90	$	10,328

As of June 30, 2016, there was $6.1 million of unrecognized expense related to RSAs and RSUs that is expected to be recognized over a weighted-average period of 2.3 years.

Performance Share Units:

PSUs represent shares potentially issuable in the future. Issuance is based upon the relative achievement of the Company's performance goals. If earned upon achievement of the performance criteria, PSUs vest three years from the grant date.

Activity for all of our PSUs is as follows:



	Shares/Units (in thousands)		Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value (in thousands)(1)
	PSUs		Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value (in thousands)(1)
Outstanding balance at June 30, 2015	299		$	15.28	$	5,020
Granted	414		12.11
Forfeited	(140	)	15.02
Vested	(17	)	15.11
Outstanding balance at June 30, 2016	556		$	13.00	$	7,679
Vested at June 30, 2016	—		$	—	$	—
Unvested awards, net of estimated forfeitures	507		$	12.97	$	7,114

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(1)	Includes actual or expected payout rates as set forth in the performance criteria.

PSUs granted in fiscal years 2016 and 2015 were earned. As of June 30, 2016, there was $3.5 million of expense related to the fiscal 2016 and 2015 PSUs that is expected to be recognized over a weighted-average period of 1.8 years.

During fiscal year 2014, the Company granted PSUs which were not earned during the performance period.