SHARE-BASED COMPENSATION:

3 Months Ended

Jun. 30, 2012

SHARE-BASED COMPENSATION:

SHARE-BASED COMPENSATION:

3.             SHARE-BASED COMPENSATION:

Share-based Compensation Plans

Stock Option Activity

The Company has stock option and equity compensation plans for which a total of 38.2 million shares of the Company’s common stock have been reserved for issuance since inception of the plans.  These plans provide that the exercise prices of qualified options will be at or above the fair market value of the common stock at the time of the grant.  Board policy requires that nonqualified options be priced at or above the fair market value of the common stock at the time of grant.  At June 30, 2012, there were a total of 4.4 million shares available for future grants under the plans.

The Company granted 497,409 stock options in the three months ended June 30, 2012.  The per-share weighted-average fair value of the stock options granted during the three months ended June 30, 2012 was $5.00.  This valuation was determined using a customized binomial lattice approach with the following weighted-average assumptions: dividend yield of 0.0%; risk-free interest rate of 1.7%; expected option life of 4.5 years; expected volatility of 43% and a suboptimal exercise multiple of 1.4.

Option activity for the three months ended June 30, 2012 was as follows:

	Number of shares		Weighted-average exercise price per share		Weighted-average remaining contractual term (in years)	Aggregate intrinsic value (in thousands)
Outstanding at March 31, 2012	8,322,077		$	20.91
Granted	497,409		$	13.31
Exercised	(27,500	)	$	10.18		$	136
Forfeited or cancelled	(176,690	)	$	17.33
Outstanding at June 30, 2012	8,615,296		$	20.57	4.36	$	6,048
Exercisable at June 30, 2012	7,285,698		$	21.87	3.43	$	3,838

The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between Acxiom’s closing stock price on the last trading day of its first quarter of fiscal 2013 and the exercise price for each in-the-money option) that would have been received by the option holders had option holders exercised their options on June 30, 2012.  This amount changes based upon changes in the fair market value of Acxiom’s stock.

Following is a summary of stock options outstanding and exercisable as of June 30, 2012:

		Options outstanding				Options exercisable
Range of exercise price per share		Options outstanding	Weighted-average remaining contractual life	Weighted-average exercise price per share		Options exercisable	Weighted-average exercise price per share
$	3.69 - $   9.62	114,595	5.77 years	$	8.65	87,595	$	8.57
$	10.22 - $ 15.00	2,500,397	6.96 years	$	12.99	1,220,943	$	12.44
$	15.10 - $ 19.82	1,875,920	3.81 years	$	16.68	1,852,776	$	16.67
$	20.12 - $ 25.00	2,106,717	3.84 years	$	22.92	2,106,717	$	22.92
$	25.98 - $ 29.30	1,102,201	2.19 years	$	26.69	1,102,201	$	26.69
$	30.93 - $ 39.12	673,924	1.95 years	$	35.81	673,924	$	35.81
$	40.50 - $ 62.06	241,542	2.30 years	$	44.09	241,542	$	44.09
		8,615,296	4.36 years	$	20.57	7,285,698	$	21.87

Total expense related to stock options for the three months ended June 30, 2012 and 2011 was approximately $0.4 million and $0.4 million respectively.  Future expense for these options is expected to be approximately $6.4 million over the next four years.

Restricted Stock Unit Activity

During the three months ended June 30, 2012, the Company granted time-vesting restricted stock units covering 533,992 shares of common stock with a value at the date of grant of $7.1 million.  The restricted stock units granted in the current period vest in equal annual increments over four years.  Valuation of these units is equal to the quoted market price for the shares on the date of grant.

Non-vested time-vesting restricted stock unit activity for the period ending June 30, 2012 was as follows:

	Number of shares		Weighted average fair value per share at grant date (in thousands)		Weighted-average remaining contractual term (in years)
Outstanding at March 31, 2012	1,175,161		$	13.40	2.21
Granted	533,992		$	13.28
Vested	(338,431	)	$	13.22
Forfeited or cancelled	(55,470	)	$	14.24
Outstanding at June 30, 2012	1,315,252		$	13.36	2.76

During the three months ended June 30, 2012, the Company granted performance-based restricted stock units covering 384,563 shares of common stock with a value at the date of grant of $5.2 million.  All of the performance-based restricted stock units granted in the current period vest subject to attainment of performance criteria established by the compensation committee of the board of directors.  Of the units granted in the current period, 333,463 may vest in a number of shares from zero to 200% of the award, based on the attainment of an earnings per-share target for fiscal 2015, with a multiplier based on the total shareholder return of Acxiom stock compared to total shareholder return of a group of peer companies established by the committee for the period from April 1, 2012 to March 31, 2015.  The remaining 51,100 units represent inducement awards granted to an executive officer.  The executive officer may vest in up to 100% of the inducement award based on price targets for the Company’s common stock during the determination period from January 26, 2013 to July 26, 2014.  The value of the performance units is determined using a Monte Carlo simulation model.

Non-vested performance-based restricted stock unit activity for the period ending June 30, 2012 was as follows:

	Number of shares	Weighted average fair value per share at grant date (in thousands)		Weighted-average remaining contractual term (in years)
Outstanding at March 31, 2012	511,864	$	10.91	2.31
Granted	384,563	$	13.50
Outstanding at June 30, 2012	896,427	$	12.02	2.32

Total expense related to restricted stock units in the three months ended June 30, 2012 and 2011 was approximately $2.2 million and $2.0 million respectively.  Future expense for these restricted stock units is expected to be approximately $24.3 million over the next four years.