Common Stock Common Stock (Notes)

3 Months Ended

Mar. 31, 2019

Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block]

COMMON STOCK

Stock-Based Compensation Plans

2018 Equity Incentive Plan. In May 2018, our stockholders approved a long-term equity compensation plan for our employees and non-employee directors (the “2018 Plan”). The 2018 Plan provides for a reserve of 1,800,000 shares of our common stock that may be issued pursuant to awards under the 2018 Plan and a term that expires in March 2028. Shares issued may be either authorized but unissued shares, treasury shares or any combination. Additionally, the 2018 Plan permits the reuse or reissuance of shares of common stock which were canceled, expired, forfeited or paid out in the form of cash. However, shares tendered or withheld to satisfy the exercise price of options or tax withholding obligations, and shares covering the portion of exercised stock-settled stock appreciation rights ("SARs") (regardless of the number of shares actually delivered), count against the share limit. Awards may be issued in the form of options, SARs, restricted stock, restricted stock units ("RSUs"), performance stock units ("PSUs") and other stock-based awards. Awards may vest over periods of continued service or the satisfaction of performance conditions set at the discretion of the Compensation Committee of our Board of Directors (the "Compensation Committee"), with a minimum one-year vesting period applicable to most awards. With regard to SARs and options, awards have a maximum exercisable period of ten years. We began issuing shares from the 2018 Plan during the three months ended March 31, 2019. As of March 31, 2019, there were 1,772,088 shares available for grant under the 2018 plan.

2010 Long-Term Equity Compensation Plan. Our Amended and Restated 2010 Long-Term Equity Compensation Plan, which was most recently approved by stockholders in 2013 (as the same has been amended and restated from time to time, the "2010 Plan"), remains outstanding and we may continue to use the 2010 Plan to grant awards. As of March 31, 2019, there were 37,703 shares available for grant under the 2010 Plan.

The following table provides a summary of the impact of our outstanding stock-based compensation plans on the results of operations for the periods presented:



	Three Months Ended March 31,
	2019			2018
	(in thousands)

Stock-based compensation expense	$	4,683		$	5,261
Income tax benefit	(1,120		)	(1,261		)
Stock-based compensation expense, net of tax	$	3,563		$	4,000

Restricted Stock Units

Time-Based Awards. The fair value of the time-based RSUs is amortized ratably over the requisite service period, primarily three years. The time-based RSUs generally vest ratably on each anniversary following the grant date provided that a participant is continuously employed.

The following table presents the changes in non-vested time-based RSUs to all employees, including executive officers, for the three months ended March 31, 2019:



	Shares		Weighted-Average Grant Date Fair Value per Share

Non-vested at December 31, 2018	618,407		$	54.16
Granted	189,137		38.59
Vested	(93,685	)	54.64
Forfeited	(12,186	)	48.38
Non-vested at March 31, 2019	701,673		50.00

The following table presents the weighted-average grant date fair value per share and related information as of/for the periods presented:



	Three Months Ended March 31,
	2019		2018
	(in thousands, except per share data)

Total intrinsic value of time-based awards vested	$	3,311	$	3,530
Total intrinsic value of time-based awards non-vested	28,544		26,297
Market price per share as of March 31	40.68		49.03
Weighted-average grant date fair value per share	38.59		50.94

Total compensation cost related to non-vested time-based awards and not yet recognized in our condensed consolidated statements of operations as of March 31, 2019 was $23.8 million. This cost is expected to be recognized over a weighted-average period of 1.9 years.

Performance Stock Units

Market-Based Awards. The fair value of the market-based PSUs is amortized ratably over the requisite service period, primarily three years. The market-based shares vest if the participant is continuously employed throughout the performance period and the market-based performance measure is achieved, with a maximum vesting period of three years. All compensation cost related to the market-based awards will be recognized if the requisite service period is fulfilled, even if the market condition is not achieved.

The Compensation Committee awarded a total of 139,197 market-based PSUs to our executive officers during the three months ended March 31, 2019. In addition to continuous employment, the vesting of these PSUs is contingent on our total stockholder return ("TSR"), which is essentially our stock price change including any dividends over a three-year period ending on December 31, 2021, as compared to the TSR of a group of peer companies over the same period. The PSUs will result in a payout between zero and 200 percent of the target PSUs awarded. The weighted-average grant date fair value per PSU granted was computed using the Monte Carlo pricing model using the following assumptions:



	Three Months Ended March 31,
	2019		2018

Expected term of award (in years)	3		3
Risk-free interest rate	2.5	%	2.4	%
Expected volatility	41.4	%	42.3	%

The expected term of the awards was based on the requisite service period. The risk-free interest rate was based on the U.S. Treasury yields in effect at the time of grant and extrapolated to approximate the life of the award. The expected volatility was based on our historical volatility.

The following table presents the change in non-vested market-based awards during the three months ended March 31, 2019:



	Shares	Weighted-Average Grant Date Fair Value per Share

Non-vested at December 31, 2018	102,914	$	74.88
Granted	139,197	56.68
Non-vested at March 31, 2019	242,111	64.42

The following table presents the weighted-average grant date fair value per share and related information as of/for the periods presented:



	Three Months Ended March 31,
	2019		2018
	(in thousands, except per share data)

Total intrinsic value of market-based awards non-vested	$	9,849	$	6,815
Market price per common share as of March 31,	40.68		49.03
Weighted-average grant date fair value per share	56.68		69.98

Total compensation cost related to non-vested market-based awards not yet recognized in our condensed consolidated statements of operations as of March 31, 2019 was $11.6 million. This cost is expected to be recognized over a weighted-average period of 2.2 years.

Stock Appreciation Rights

The SARs vest ratably over a three-year period and may generally be exercised at any point after vesting through ten years from the date of issuance. Pursuant to the terms of the awards, upon exercise, the executive officers will receive, in shares of common stock, the excess of the market price of the award on the date of exercise over the market price of the award on the date of issuance. No SARs were awarded or expired during the three months ended March 31, 2019.

Total compensation cost related to non-vested SARs granted and not yet recognized in our condensed consolidated statements of operations as of March 31, 2019 was $0.4 million. The cost is expected to be recognized over a weighted-average period of 0.8 years.

Preferred Stock

We are authorized to issue 50,000,000 shares of preferred stock, par value $0.01 per share, which may be issued in one or more series, with such rights, preferences, privileges and restrictions as shall be fixed by our Board of Directors from time to time. Through March 31, 2019, no shares of preferred stock have been issued.

Stock Repurchase Program

In April 2019, our Board of Directors approved a stock repurchase program (the “Program”) to acquire up to $200 million of our outstanding common stock, depending on market conditions. The Program is expected to begin in the third quarter of 2019 with a target completion date of December 31, 2020. Repurchases under the Program can be made in open markets at our discretion and in compliance with safe harbor provisions, or in privately negotiated transactions. The Program does not require any specific number of shares to be acquired, and can be modified or discontinued by the Board of Directors at any time.