The Company's 2019 Long-Term Incentive Compensation Plan, dated February 22, 2019 and subsequently approved by Shareholders on May 10, 2019 (the "2019 LT Plan"), is authorized to issue up to 2.3 million shares of common stock as options, share appreciation rights, restricted shares and units, performance shares and units and other stock or cash-based awards. This plan replaced the Company's 2014 Long-Term Incentive Compensation Plan (the "2014 LT Plan"). The shares remaining available for issuance under the 2014 LT Plan rolled over into the 2019 LT Plan. Approximately 2.5 million shares remain available for issuance at December 31, 2019.

Stock-based compensation expense for all stock-based compensation awards are based on the grant-date fair value. The Company recognizes these compensation costs on a straight-line basis over the requisite service period of the award. Total compensation expense recognized in the Consolidated Statements of Operations for all stock compensation programs was $16.2 million, $6.6 million, and $6.1 million in 2019, 2018 and 2017, respectively. Of the $16.2 million recognized in 2019, approximately $9.4 million was related to awards granted as part of the Lansing Acquisition 2018 Inducement and Retention Award Plan.

The Company granted non-qualified stock options during 2015 under the 2014 LT Plan, upon hiring of a senior executive. The options have a term of seven years and have three-year annual graded vesting. The fair value of the options was estimated at the date of grant under the Black-Scholes option pricing model with the following assumptions. Expected volatility was estimated based on the historical volatility of the Company's common shares over the 5.5 years prior to the grant date. The average expected life was based on the contractual term of the plan. The risk-free rate is based on the U.S. Treasury Strips available with maturity period consistent with the expected life. Forfeitures are estimated at the date of grant based on historical experience. The weighted average assumptions used in the determination of fair value for stock option awards were as follows:



	Shares (in thousands)	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term	Aggregate Intrinsic Value (000's)
Options outstanding at January 1, 2019	325,000	$	35.40
Options granted	—	—
Options exercised	—	—
Options cancelled / forfeited	—	—
Options outstanding at December 31, 2019	325,000	$	35.40	—	$	—
Vested and expected to vest at December 31, 2019	325,000	$	35.40	—	$	—
Options exercisable at December 31, 2019	325,000	$	35.40	—	$	—



	Year ended December 31,
(in thousands)	2019
Total intrinsic value of Options exercised	$	—
Total fair value of shares vested	$	—
Weighted average fair value of Options granted	$	—

Both the 2014 and 2019 LT Plan permit awards of restricted stock. These shares carry voting and dividend equivalent rights upon vesting; however, sale of the shares is restricted prior to vesting. RSAs vest over a period of 3 years, with one-third vesting each January 1 of the following first, second, and third years. Total restricted stock expense is equal to the market value of the Company's common shares on the date of the award and is recognized over the service period on a straight-line basis.



	Shares (in thousands)		Weighted-Average Grant-Date Fair Value
Non-vested restricted shares at January 1, 2019	218		$	34.25
Granted	767		33.87
Vested	(264	)	31.10
Forfeited	(14	)	35.50
Non-vested restricted shares at December 31, 2019	707		$	34.99



	Year ended December 31,
	2019		2018		2017
Total fair value of shares vested (000's)	$	8,225	$	4,681	$	3,751
Weighted average fair value of restricted shares granted	$	33.87	$	34.36	$	37.13

As of December 31, 2019, there was $8.2 million of total unrecognized compensation cost related to non-vested RSAs granted under both the 2014 and 2019 LT Plans. That cost is expected to be fully amortized by October 2022.

Both the 2014 and 2019 LT Plan also allow for the award of EPS PSUs. Each EPS PSU gives the participant the right to receive common shares dependent on the achievement of specified performance results over a 3-year performance period. At the end of the performance period, the number of shares of stock issued will be determined by adjusting the award upward or downward from a target award. Fair value of EPS PSUs issued is based on the market value of the Company's common shares on the date of the award. The related compensation expense is recognized over the performance period when achievement of the award is probable and is adjusted for changes in the number of shares expected to be issued if changes in performance are expected. Currently, the Company is accounting for the awards granted in 2019, 2018 and 2017 at 50%, 18% and 0% of the maximum amount available for issuance, respectively.



	Shares (in thousands)		Weighted-Average Grant-Date Fair Value
Non-vested at January 1, 2019	247		$	33.47
Granted	122		27.23
Vested	—		—
Forfeited	(106	)	28.46
Non-vested at December 31, 2019	263		$	32.58

As of December 31, 2019, there was $1.4 million unrecognized compensation cost related to non-vested EPS PSUs granted under the LT Plans. That cost is expected to be fully amortized by December 2021.

Beginning in 2016, the Company began granting Total Shareholder Return-Based PSUs ("TSR PSUs"). Each TSR PSU gives the participant the right to receive common shares dependent on total shareholder return over a 3-year period. At the end of the period, the number of shares of stock issued will be determined by adjusting the award upward or downward from a target award. Fair value of TSR PSUs was estimated at the date of grant using a Monte Carlo Simulation with the following assumptions: Expected volatility was estimated based on the historical volatility of the Company's common shares over the 2.83 year period prior to the grant date. The average expected life was based on the contractual term of the plan. The risk-free rate is based on the U.S. Treasury Strips available with maturity period consistent with the expected life. Forfeitures are estimated at the date of grant based on historical experience.



	2019
Risk free interest rate	2.53%
Dividend yield	—%
Volatility factor of the expected market price of the common shares	37%
Expected term (in years)	2.84
Correlation coefficient	0.36



	Shares (in thousands)		Weighted-Average Grant-Date Fair Value
Non-vested at January 1, 2019	247		$	38.02
Granted	125		49.20
Vested	(5	)	24.82
Forfeited	(104	)	29.59
Non-vested at December 31, 2019	263		$	46.85

As of December 31, 2019, there was approximately $2.6 million unrecognized compensation cost related to non-vested TSR PSUs granted under the 2014 and 2019 LT Plans. That cost is expected to be fully amortized by December 2021.

The Company's 2004 ESP Plan, Restated and Amended January 2019, dated February 22, 2019 and subsequently approved by Shareholders on May 10, 2019, is authorized to issue up to 230 thousand common shares. The ESP Plan allows employees to purchase common shares through payroll withholdings. The Company has approximately 230 thousand common shares remaining available for issuance to and purchase by employees under this plan. The ESP Plan also contains an option component. The purchase price per share under the ESP Plan is the lower of the market price at the beginning or end of the year. The Company records a liability for withholdings not yet applied towards the purchase of common stock. This liability is included in Accrued expenses and other current liabilities on the balance sheet.

The fair value of the option component of the ESP Plan is estimated at the date of grant under the Black-Scholes option pricing model with the following assumptions at the grant date. Expected volatility was estimated based on the historical volatility of the Company's common shares over the past year. The average expected life was based on the contractual term of the plan. The risk-free rate is based on the U.S. Treasury yield curve rate with a one year term. Forfeitures are estimated at the date of grant based on historical experience.



	Year ended December 31,
	2019		2018		2017
Risk free interest rate	1.59	%	2.57	%	1.76	%
Dividend yield	2.27	%	2.23	%	2.06	%
Volatility factor of the expected market price of the common shares	36	%	33	%	28	%
Expected life for the options (in years)	1.0		1.0		1.0