Note 5 - Share-based Compensation

12 Months Ended

Dec. 31, 2013

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

5.     Share-based Compensation

We maintain a Management Incentive Plan (the “Plan”) that provides various share-based financial methods to compensate our key employees with shares of our common stock or common stock equivalents. Under the Plan, as amended, we have, from time to time, utilized restricted share units, performance share units, restricted options, and nonstatutory stock options to compensate our employees and directors. We currently are utilizing restricted and performance share units and nonstatutory stock options.

Our restricted share units have various vesting schedules ranging from 3 to 10 years when awarded. These restricted share units do not contain rights to vote or receive dividends until the vesting date. Unvested restricted share units are forfeited if the employee terminates for any reason other than death, disability, or special circumstances as determined by the Compensation Committee. Restricted share units are valued based on the fair value of the award on the grant date, adjusted for dividend estimates based on grant date dividend rates.

Our performance share units vest based on the passage of time (currently 4 to 10 years) and achievement of performance criteria. Performance share units do not contain rights to vote or receive dividends until the vesting date. Unvested performance share units are forfeited if the employee terminates for any reason other than death or disability. Performance shares are valued based on the fair value of the award on the grant date, adjusted for dividend estimates based on grant date dividend rates.

Our nonstatutory stock options may be granted to key employees for the purchase of our common stock for 100% of the fair market value of the common stock at the grant date as awarded by the Compensation Committee. These options generally vest over a 10-year period and are forfeited immediately if the employee terminates for any reason other than death, disability or retirement after age 55. We did not grant any stock options during the years ended December 31, 2013, 2012, and 2011.

An employee is allowed to surrender shares of common stock that the employee has owned for at least six months in full or partial payment of the option price of an option being exercised and/or to satisfy tax withholding obligations incident to the vesting of restricted share units, performance share units, or the exercise of an option.

We account for our restricted share units, performance share units, and stock options in accordance with current accounting standards for share-based payments. These standards require the cost of all share-based payments to employees, including grants of employee stock options, to be recognized in our Consolidated Financial Statements based on the grant date fair value of those awards. This cost is recognized over the period for which an employee is required to provide service in exchange for the award, subject to the attainment of performance metrics established for performance share units. Share-based compensation expense is recorded in salaries, wages, and employee benefits in our Consolidated Statements of Earnings, along with other compensation expenses to employees. The following table summarizes the components of our share-based compensation program expense (in thousands):

	Years ended December 31,
	2013		2012		2011
Restricted share units
Pretax compensation expense	$	25,606	$	24,393	$	24,192
Tax benefit		9,769		9,391		9,237
Restricted share units, net of tax	$	15,837	$	15,002	$	14,955
Performance share units
Pretax compensation expense	$	5,941	$	4,298	$	816
Tax benefit		2,266		1,655		312
Performance share awards, net of tax	$	3,675	$	2,643	$	504
Stock options
Pretax compensation expense	$	807	$	1,024	$	1,833
Tax benefit		308		394		700
Stock option expense, net of tax	$	499	$	630	$	1,133

A summary of our restricted share units, performance share units, and nonstatutory stock options is as follows:

Restricted Share Units	Number of Shares			Weighted Average Grant Date Fair Value
Unvested at December 31, 2010		3,290,271		$	26.26
Granted		599,125			40.89
Vested		(495,439	)		29.23
Forfeited		(151,985	)		23.80
Unvested at December 31, 2011		3,241,972		$	28.92
Granted		400,926			55.37
Vested		(769,087	)		28.57
Forfeited		(38,345	)		29.32
Unvested at December 31, 2012		2,835,466		$	32.75
Granted		522,062			71.50
Vested		(865,147	)		31.92
Forfeited		(70,951	)		36.67
Unvested at December 31, 2013		2,421,430		$	41.49

Performance Share Units	Number of Shares			Weighted Average Grant Date Fair Value
Unvested at December 31, 2010		-		$	-
Granted		225,000			41.66
Vested		-			-
Forfeited		-			-
Unvested at December 31, 2011		225,000		$	41.66
Granted		120,500			55.57
Vested		(36,000	)		41.66
Forfeited		-			-
Unvested at December 31, 2012		309,500		$	47.07
Granted		160,500			71.90
Vested		(61,975	)		47.48
Forfeited		-			-
Unvested at December 31, 2013		408,025		$	56.78

Stock Options	Number of Shares (in thousands)			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in millions)
Outstanding at December 31, 2010		2,998		$	12.86		3.55	$	83.8
Exercised		(1,087	)		9.68		-		38.2
Forfeited		(12	)		18.29		-		-
Outstanding at December 31, 2011		1,899		$	14.65		3.01	$	57.8
Exercised		(863	)		12.25		-		36.8
Forfeited		(5	)		18.84		-		-
Outstanding at December 31, 2012		1,031		$	16.63		2.35	$	44.4
Exercised		(585	)		14.77		-		34.0
Forfeited		(6	)		19.89		-		-
Outstanding at December 31, 2013		440		$	19.08		1.67	$	25.6
Exercisable		160		$	16.92		1.40	$	9.7

At December 31, 2013, we had $55.9 million, $16.6 million, and $0.1 million of total unrecognized compensation expense related to restricted share units, performance share units, and stock options, respectively, that is expected to be recognized on a straight-line basis over the remaining weighted average vesting period of approximately 3.5 years for restricted share units, 3.1 years for performance share units, and 0.5 years for stock options.

The aggregate intrinsic value of restricted and performance share units vested and options exercised during the years ended December 31, 2013, 2012, and 2011, was $104.5 million, $84.3 million, and $61.9 million, respectively. The aggregate intrinsic value of unvested restricted and performance share units was $218.7 million at December 31, 2013. The total fair value of shares vested for restricted share, performance share, and stock option plans during the years ended December 31, 2013, 2012, and 2011, was $35.4 million, $29.0 million, and $20.0 million, respectively.