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Share-Based Compensation
12 Months Ended
Dec. 31, 2019
Share Based Compensation [Abstract]  
Share-Based Compensation

15.

Share-Based Compensation

The Company has a long-term equity incentive plan, which allows for grants of stock options, stock appreciation rights, restricted stock, and performance awards to directors, officers, and employees, as well as others who engage in services for PCA. The plan, as amended, terminates May 1, 2023, and authorizes 10.6 million shares of common stock for grant over the life of the plan. As of December 31, 2019, 0.4 million shares remained available for future issuance under the plan. Forfeitures are added back to the pool of shares of common stock available to be granted at a future date.

Restricted Stock

Restricted stock awards granted to officers and employees generally vest at the end of a four-year period, and restricted stock awards granted to directors vest immediately. A summary of the Company’s restricted stock activity follows:

 

 

 

2019

 

 

2018

 

 

2017

 

 

 

Shares

 

 

Weighted

Average

Grant-

Date Fair

Value

 

 

Shares

 

 

Weighted

Average

Grant-

Date Fair

Value

 

 

Shares

 

 

Weighted

Average

Grant-

Date Fair

Value

 

Restricted stock at January 1

 

 

743,591

 

 

$

86.90

 

 

 

739,732

 

 

$

77.23

 

 

 

786,079

 

 

$

63.44

 

Granted

 

 

199,499

 

 

 

95.48

 

 

 

173,144

 

 

 

114.63

 

 

 

173,199

 

 

 

107.57

 

Vested (a)

 

 

(212,809

)

 

 

68.59

 

 

 

(165,547

)

 

 

72.84

 

 

 

(213,992

)

 

 

51.37

 

Forfeitures

 

 

(13,329

)

 

 

98.86

 

 

 

(3,738

)

 

 

78.66

 

 

 

(5,554

)

 

 

69.03

 

Restricted stock at December 31

 

 

716,952

 

 

$

94.50

 

 

 

743,591

 

 

$

86.90

 

 

 

739,732

 

 

$

77.23

 

 

(a)

The total fair value of awards upon vesting for the years ended December 31, 2019, 2018, and 2017 was $19.9 million, $18.9 million, and $23.3 million, respectively.

Performance Units

Performance unit awards granted to certain key employees are earned based on the achievement of defined performance rankings of Return on Invested Capital (ROIC) or Total Shareholder Return (TSR) compared to ROIC and TSR for peer companies. ROIC performance unit awards vest four years after the grant date, while TSR performance unit awards vest approximately three years after the grant date. Both ROIC and TSR performance units are paid out entirely in shares of the Company’s common stock. A summary of the Company’s performance unit activity follows:

 

 

 

2019

 

 

2018

 

 

2017

 

 

 

Units

 

 

Weighted

Average

Grant-

Date Fair

Value

 

 

Units

 

 

Weighted

Average

Grant-

Date Fair

Value

 

 

Units

 

 

Weighted

Average

Grant-

Date Fair

Value

 

Performance units at January 1

 

 

266,704

 

 

$

90.01

 

 

 

226,558

 

 

$

77.07

 

 

 

232,088

 

 

$

62.68

 

Granted

 

 

115,608

 

 

 

96.98

 

 

 

83,515

 

 

 

115.35

 

 

 

53,070

 

 

 

108.19

 

Vested (a)

 

 

(59,165

)

 

 

67.84

 

 

 

(43,369

)

 

 

71.19

 

 

 

(58,600

)

 

 

56.08

 

Performance units at December 31

 

 

323,147

 

 

$

96.56

 

 

 

266,704

 

 

$

90.01

 

 

 

226,558

 

 

$

77.07

 

 

(a)

The total fair value of awards upon vesting for the years ended December 31, 2019, 2018, and 2017 was $5.5 million, $5.4 million, and $7.5 million, respectively. Upon vesting of the awards in 2019, 2018, and 2017, PCA issued 59,165 shares, 46,876 shares, and 67,391 shares, respectively. For 2019, 2018, and 2017, these amounts included 6,063 shares, 3,507 shares, and 8,791 shares, respectively, for dividends accrued during the vesting period.

Compensation Expense

Our share-based compensation expense is recorded in “Cost of sales” and “Selling, general, and administrative expenses” Compensation expense for share-based awards recognized in the Consolidated Statements of Income, net of forfeitures was as follows (dollars in millions):

 

 

 

Year Ended December 31,

 

 

 

2019

 

 

2018

 

 

2017

 

Restricted stock

 

$

22.6

 

 

$

18.6

 

 

$

15.0

 

Performance units

 

 

7.8

 

 

 

4.9

 

 

 

5.6

 

Impact on income before income taxes

 

 

30.4

 

 

 

23.5

 

 

 

20.6

 

Income tax benefit

 

 

(7.6

)

 

 

(5.9

)

 

 

(7.9

)

Impact on net income

 

$

22.8

 

 

$

17.6

 

 

$

12.7

 

 

The fair value of restricted stock is determined based on the closing price of the Company’s stock on the grant date. Compensation expense, net of estimated forfeitures, is recorded over the requisite service period. As PCA’s Board of Directors has the ability to accelerate the vesting of these awards upon an employee’s retirement, the Company accelerates the recognition of compensation expense for certain employees approaching normal retirement age.

For performance unit awards made in 2019 and 2018, in terms of grant date value, 50% used TSR as the performance measure and 50% used ROIC as the performance measure. All units awarded before 2018 used ROIC as the performance measure. The ROIC component of performance unit awards are valued based on the closing price of the stock on the grant date. As the ROIC component contains a performance condition, compensation expense, net of estimated forfeitures, is recorded over the requisite service period based on the most probable number of awards expected to vest. The TSR component of performance unit awards is valued using a Monte Carlo simulation as the TSR component contains a market condition. The Monte Carlo simulation estimates the fair value of the TSR component based on the expected term of the award, a risk-free interest rate, expected dividends, and expected volatility of the Company’s common stock and the common stock of the peer companies. Compensation expense is recorded ratably over the expected term of the award.

The unrecognized compensation expense for all share-based awards was as follows (dollars in millions):

 

 

 

December 31, 2019

 

 

 

Unrecognized Compensation Expense

 

 

Remaining Weighted Average Recognition Period (in years)

 

Restricted stock

 

$

27.2

 

 

3.1

 

Performance units

 

 

17.2

 

 

2.4

 

Total unrecognized share-based compensation expense

 

$

44.4

 

 

 

2.8

 

 

We evaluate share-based compensation expense on a quarterly basis based on our estimate of expected forfeitures, review of recent forfeiture activity, and expected future turnover. We recognize the effect of adjusting the forfeiture rate for all expense amortization in the period that we change the forfeiture estimate. The effect of forfeiture adjustments was insignificant in all periods presented.