Stock-Based Compensation Stock-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2013

Stock-Based Compensation Expense and Related Tax Benefit [Table Text Block]

For the three and six months ended June 30, stock-based compensation expense and the related tax benefit were as follows:



	Three Months Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
	(in thousands)
Stock options	$	519	$	337	$	992	$	609
Restricted stock units	4,158		4,375		8,393		7,891
Unrestricted stock awards	205		205		402		410
ESPP	144		141		335		346
Total stock-based compensation	$	5,026	$	5,058	$	10,122	$	9,256

Related tax benefit	$	1,391	$	1,375	$	2,755	$	2,564

Stock Options, Valuation Assumptions [Table Text Block]

The fair values of stock options granted were estimated at the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions:



	Three Months Ended June 30,				Six Months Ended June 30,
	2013⁽¹⁾		2012⁽¹⁾		2013		2012
Dividend yield	—	%	—	%	—	%	—	%
Expected volatility	—	%	—	%	38.1	%	42.7	%
Risk-free interest rate	—	%	—	%	1.0	%	0.9	%
Expected term (years)	—		—		5.45		5.14


⁽¹⁾	There were no employee stock options granted for the three months ended June 30, 2013 and 2012.

Employee Stock Options Activity [Table Text Block]

A summary of our stock option activity for the six months ended June 30 is as follows:



	Shares		Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Life	Aggregate Intrinsic Value ⁽¹⁾		Weighted Average Grant Date Fair Value
	(in thousands)				(years)	(in thousands)
Outstanding, January 1, 2012	1,109		$	55.97	4.51	$	2,323
Granted	54		48.23					$	18.64
Exercised	(28	)	20.32			$	576
Expired	(32	)	69.69
Outstanding, June 30, 2012	1,103		$	56.10	4.32	$	3,090

Outstanding, January 1, 2013	1,137		$	54.06	4.81	$	3,815
Granted	128		42.76					$	15.44
Exercised	(32	)	23.36			$	639
Expired	(8	)	49.92
Outstanding, June 30, 2013	1,225		$	53.71	4.99	$	2,388

Exercisable, June 30, 2013	901		$	57.52	3.43	$	2,186

Expected to vest, June 30, 2013	304		$	43.17	9.32	$	190

⁽¹⁾

The aggregate intrinsic value of outstanding stock options represents amounts that would have been received by the optionees had all in- the-money options been exercised on that date. Specifically, it is the amount by which the market value of Itron’s stock exceeded the exercise price of the outstanding in-the-money options before applicable income taxes, based on our closing stock price on the last business day of the period. The aggregate intrinsic value of stock options exercised during the period is calculated based on our stock price at the date of exercise.

Restricted Stock Units, Valuation Assumptions

The weighted-average assumptions used to estimate the fair value of performance-based restricted stock units awarded and the resulting weighted average fair-value are as follows:



	Three Months Ended June 30, 2013			Six Months Ended June 30, 2013
Dividend yield	—		%	—		%
Expected volatility	39.1		%	39.1		%
Risk-free interest rate	0.3		%	0.3		%
Expected term (years)	2.53			2.53

Weighted-average fair value	$	45.70		$	45.03

Restricted Stock Units Award Activity [Table Text Block]

The following table summarizes restricted stock unit activity for the six months ended June 30:



	Number of Restricted Stock Units		Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value⁽¹⁾
	(in thousands)				(in thousands)
Outstanding, January 1, 2012	625
Granted⁽²⁾	443		$	47.33
Released	(176	)			$	11,536
Forfeited	(28	)
Outstanding, June 30, 2012	864

Outstanding, January 1, 2013	774
Granted⁽²⁾	255		$	42.51
Released	(253	)			$	13,562
Forfeited	(11	)
Outstanding, June 30, 2013	765

Vested but not released, June 30, 2013	29				$	1,244

Expected to vest, June 30, 2013	672				$	28,496


⁽¹⁾	The aggregate intrinsic value is the market value of the stock, before applicable income taxes, based on the closing price on the stock release dates or at the end of the period for restricted stock units expected to vest.


⁽²⁾	Restricted stock units granted in 2012 and 2013 do not include awards under the Performance Award Agreement for the respective years, as these awards are not granted until final attainment of performance goals has been determined at the conclusion of the performance period, which had not occurred as of June 30, 2012 and 2013, respectively.

Nonrestricted Stock Awards Activity [Table Text Block]

The following table summarizes unrestricted stock award activity for the three and six months ended June 30:



	Three Months Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
Shares of unrestricted stock granted	4,518		4,526		8,847		9,979

Weighted average grant date fair value per share	$	45.37	$	45.26	$	45.40	$	41.05

Employee Stock Purchase Plan (ESPP) Activity [Table Text Block]

The following table summarizes ESPP activity for the three and six months ended June 30:



	Three Months Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
Shares of stock sold to employees⁽¹⁾	27,489		30,619		47,308		53,676

Weighted average fair value per ESPP award⁽²⁾	$	6.37	$	6.19	$	6.69	$	6.55


⁽¹⁾	Stock sold to employees during each fiscal quarter under the ESPP is associated with the offering period ending on the last day of the previous fiscal quarter.


⁽²⁾	Relating to awards associated with the offering period during the three and six months ended June 30.

- Definition

Tabular disclosure of components of a stock option or other award plan under which equity-based compensation is awarded to employees, typically comprised of the amount of unearned compensation (deferred compensation cost), compensation expense, and changes in the quantity and fair value of the shares (or other type of equity) granted, exercised, forfeited, and issued and outstanding pertaining to that plan. Disclosure may also include nature and general terms of such arrangements that existed during the period and potential effects of those arrangements on shareholders, effect of compensation cost arising from equity-based payment arrangements on the income statement, method of estimating the fair value of the goods or services received, or the fair value of the equity instruments granted, during the period, cash flow effects resulting from equity-based payment arrangements and, for registrants that accelerate vesting of out of the money share options, reasons for the decision to accelerate.

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