Stock-based Compensation

In August 2008, the Company’s stockholders approved the 2008 Long-Term Incentive Plan (the "Incentive Plan"), which replaced the 1992 Stock Option Plan, as amended, and the 1992 Director Stock Option Plan, as amended. As of June 30, 2013, the Incentive Plan is authorized to issue stock options, restricted stock units and performance shares, among other types of awards, for up to 3,282,645 shares of common stock, par value $0.001 per share (the "common stock").

The Company recognized stock-based compensation expense of $2,446 and $2,871 for the three-months ended June 30, 2013 and 2012, respectively. The Company recognized total income tax benefit for stock-based compensation arrangements of $892 and $1,055 for the three-months ended June 30, 2013 and 2012, respectively. Stock-based compensation expense is recorded in Selling, general & administrative expense within the Company’s Consolidated Statements of Operations.

Stock options

Stock option awards are granted with an exercise price equal to the closing market price of the common stock on the date of grant; such stock options generally become exercisable in equal amounts over a three-year period and have a contractual life of ten-years from the grant date. The fair value of stock options is estimated on the grant date using the Black-Scholes option pricing model, which includes the following weighted-average assumptions.



	Three-months ended
	June 30
	2013		2012
Expected life (in years)	6.8		7.0
Risk free interest rate	1.3	%	0.8	%
Annual forfeiture rate	2.5	%	2.0	%
Expected Volatility	42.3	%	44.6	%
Dividend yield	1.3	%	1.0	%

The following table summarizes the Company’s stock option activity:



	Shares (in 000’s)		Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Life (Years)	Intrinsic Value (000’s)
Outstanding at March 31, 2013	2,535		$	34.02
Granted	158		26.19
Exercised	—		—
Forfeited or cancelled	(100	)	27.91
Outstanding at June 30, 2013	2,593		$	33.77	3.4	$	413
Exercisable at June 30, 2013	2,335		$	34.65	2.7	$	189

The weighted-average grant-date fair value of options granted during the three-months ended June 30, 2013 and 2012 was $10.06 and $9.02, respectively. The intrinsic value of options exercised during the three-months ended June 30, 2013 and 2012 was $0 and $0, respectively. The aggregate intrinsic value in the preceding table is based on the closing stock price of the common stock on June 28, 2013, which was $25.32.

The following table summarizes certain information regarding the Company’s non-vested stock options:



	Shares (in 000’s)		Weighted-Average Grant-Date Fair Value
March 31, 2013	348		$	10.57
Granted	158		10.06
Vested	(179	)	11.04
Forfeited	(69	)	10.08
June 30, 2013	258		$	10.07

As of June 30, 2013, there was $2,322 of total unrecognized pre-tax stock-based compensation expense related to non-vested stock options, which is expected to be recognized over a weighted-average period of 2.3 years.

Restricted stock units

Restricted stock unit awards are subject to a service condition and typically vest in equal amounts over a three-year period from the grant date. The fair value of restricted stock units is determined based on the number of restricted stock units granted and the closing market price of the common stock on the date of grant.

The following table summarizes the Company’s restricted stock unit activity:



	Shares (in 000’s)		Weighted-Average Grant-Date Fair Value
March 31, 2013	335		$	26.48
Granted	169		26.19
Vested	(22	)	25.30
Forfeited	(162	)	27.83
June 30, 2013	320		$	25.72

The total fair value of shares that vested during the three-months ended June 30, 2013 and 2012 was $4,157 and $3,674, respectively.

As of June 30, 2013, there was $6,577 of total unrecognized pre-tax stock-based compensation expense related to non-vested restricted stock units, which is expected to be recognized over a weighted-average period of 2.3 years.

Performance share awards

Performance share awards are subject to one of the following performance goals - the Company's Relative Total Shareholder Return ("TSR") Ranking or cumulative Adjusted EBITDA - each over a three-year period. The Company’s Relative TSR Ranking metric is based on the three-year cumulative return to shareholders from the change in stock price and dividends paid between the starting and ending dates. The fair value of performance share awards (subject to cumulative Adjusted EBITDA) is determined based on the number of performance shares granted and the closing market price of the common stock on the date of grant. The fair value of performance share awards (subject to the Company’s Relative TSR Ranking) is estimated on the grant date using the Monte-Carlo simulation valuation method which includes the following weighted-average assumptions.



	Three-months ended
	June 30
	2013		2012
Risk free interest rate	0.4	%	0.4	%
Expected Volatility	41.1	%	41.3	%
Dividend yield	1.3	%	1.0	%

The following table summarizes the Company’s performance share award activity:



	Shares (in 000’s)		Weighted-Average Grant-Date Fair Value
March 31, 2013	275		$	29.39
Granted	92		28.92
Vested	(21	)	30.72
Forfeited	(91	)	30.67
June 30, 2013	255		$	28.66

The total fair value of shares that vested during the three-months ended June 30, 2013 and 2012 was $570 and $0, respectively.

As of June 30, 2013, there was $3,279 of total unrecognized pre-tax stock-based compensation expense related to non-vested performance share awards, which is expected to be recognized over a weighted-average period of 2.3 years.