Employee Benefit Plans

Long-Term Incentive Plan

As of March 31, 2019, there were 1.4 million shares of our common stock available for issuance under our long-term incentive plan, the 2005 Long-Term Incentive Plan, as amended and restated January 1, 2017 (the “2005 Incentive Plan”). During the three-month period ended March 31, 2019, the following grants of share-based awards were made under the 2005 Incentive Plan:



Date of Grant	Shares/Units	Grant Date Fair Value Per Share/Unit		Vesting Period

January 2, 2019 ⁽¹⁾	688,540	$	5.41	33% per year over three years
January 2, 2019 ⁽²⁾	688,540	7.60		100% on January 2, 2022
January 2, 2019 ⁽³⁾	11,841	5.41		100% on January 1, 2021


(1)	Reflects grants of restricted stock to our executive officers and select management employees.


(2)	Reflects grants of performance share units (“PSUs”) to our executive officers and select management employees. The PSUs provide for an award based on the performance of our common stock over a three-year period with the maximum amount of the award being 200% of the original awarded PSUs and the minimum amount being zero.


(3)	Reflects grants of restricted stock to certain independent members of our Board of Directors (our “Board”) who have elected to take their quarterly fees in stock in lieu of cash.

Compensation cost for restricted stock is the product of the grant date fair value of each share and the number of shares granted and is recognized over the applicable vesting period on a straight-line basis. Forfeitures are recognized as they occur. For the three-month periods ended March 31, 2019 and 2018, $1.3 million and $1.5 million, respectively, were recognized as share-based compensation related to restricted stock.

The estimated fair value of PSUs is determined using a Monte Carlo simulation model. PSUs granted prior to 2017 could be settled in either cash or shares of our common stock and were accounted for as liability awards. Beginning in 2017, PSUs granted are to be settled solely in shares of our common stock and therefore are accounted for as equity awards. Compensation cost for PSUs that are accounted for as equity awards is measured based on the estimated grant date fair value and recognized over the vesting period on a straight-line basis. For the three-month periods ended March 31, 2019 and 2018, $1.3 million and $1.0 million, respectively, were recognized as share-based compensation related to PSUs. The liability balance for previously unvested PSUs granted in January 2016 was $11.1 million at December 31, 2018, which we settled in cash when those PSUs vested in January 2019.

Additionally in 2018 and 2019, we granted $5.2 million and $4.5 million of fixed value cash awards to select management employees under the 2005 Incentive Plan. The value of fixed value cash awards is recognized on a straight-line basis over a vesting period of three years. For the three-month periods ended March 31, 2019 and 2018, $0.8 million and $0.4 million, respectively, were recognized as compensation cost.

Employee Stock Purchase Plan

We have an employee stock purchase plan (the “ESPP”). The ESPP has 1.5 million shares authorized for issuance, of which 0.5 million shares were available for issuance as of March 31, 2019. The ESPP currently has a purchase limit of 130 shares per employee per purchase period.

For more information regarding our employee benefit plans, including our long-term incentive stock-based and cash plans and our ESPP, see Note 12 to our 2018 Form 10-K.