Share-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2017

Summary of share-based compensation expense


	Three months ended September 30,					Nine months ended September 30,
(in thousands)	2017		2016	Percent Change		2017		2016	Percent Change
Share-based compensation	$	8,407	13,069	(35.7)	%	$	28,462	33,792	(15.8)	%

Summary of Time-Based Nonvested Share Awards Granted




		Nine months ended September 30,
	2017		2016
Number of shares granted		323,497	331,733
Market value (in millions)	$	17.7	15.3

Summary of Performance-Based Awards Granted


Year Awarded	Performance Period Ending	Performance Measure	Number of Shares Granted	Period Expensed Through
2017	December 2019	Adjusted Diluted EPS1	103,297	December 2019
2017	December 2017	Net Revenue and Adjusted Diluted EPS1	146,094	December 2019
2016	December 2016	Revenues before Reimbursable Items4 and Adjusted EPS3	15,605	December 2016
2016	December 2017	Adjusted EPS3	14,940	December 2017
2016	December 2018	Merchant Segment Net Revenue, Corporate Accountability Operating Income and attainment of synergies from TransFirst acquisition	29,332	December 2018
2016	December 2018	Revenue Growth and CAOI Growth2	67,517	December 2018
2016	December 2018	Merchant Segment Net Revenue and Corporate Accountability Operating Income	78,220	December 2018
2016	December 2018	Adjusted EPS3	122,284	December 2018
2016	December 2016	Revenues before Reimbursable Items4 and Adjusted EPS3	144,995	December 2018

Adjusted Diluted EPS is adjusted earnings divided by weighted average diluted shares outstanding used for diluted EPS calculations. Adjusted earnings is net income excluding the after-tax impact of share-based compensation expenses, amortization of acquisition intangibles, merger and acquisition expenses for completed acquisitions and litigation claims, judgments or settlement expenses and related legal expenses.

CAOI is adjusted segment operating income and includes corporate administrative expenses. Adjusted segment operating income is defined in Note 7.

Adjusted EPS is adjusted earnings divided by weighted average shares outstanding used for basic EPS.

⁴

Revenues before Reimbursable Items is total revenue less reimbursable items which consist of out-of-pocket expenses which are reimbursed by the Company’s clients. These expenses consist primarily of postage, access fees and third-party software.

Summary of Market-Based Awards Granted

The following table summarizes the market-based awards granted during the first nine months of 2017 and 2016:


Year Awarded	Performance Period Ending	Performance Measure	Number of Shares Granted	Period Expensed Through
2017	December 2019	TSR	44,275	December 2019
2016	December 2017	TSR	6,403	December 2017
2016	December 2018	TSR	52,404	December 2018

Summary of Weighted Average Assumptions and Fair Value of Options



		Nine months ended September 30,
	2017			2016
Number of options granted		548,265		687,685
Weighted average exercise price	$	54.90		47.01
Risk-free interest rate		1.78	%	1.24	%
Expected volatility		21.71	%	21.53	%
Expected term (years)		4.60		4.50
Dividend yield		0.73	%	0.86	%
Weighted average fair value	$	10.83		8.50