Note 13 – Share-Based Compensation

Zebra has a share-based compensation plan and a stock purchase plan. Zebra recognizes compensation costs using the straight-line method over the vesting period of up to five years.

The compensation expense and the related tax benefit for share-based payments were included in the Consolidated Statement of Earnings as follows (in thousands):


	Three Months Ended				Nine Months Ended
	September 28, 2013		September 29, 2012		September 28, 2013		September 29, 2012
Cost of sales	$	140	$	287	$	600	$	820
Selling and marketing		491		511		1,497		1,271
Research and development		406		374		1,190		1,196
General and administrative		1,831		2,268		6,085		8,198

Total compensation	$	2,868	$	3,440	$	9,372	$	11,485

Income tax benefit	$	985	$	1,217	$	3,237	$	4,003

Cash flows resulting from the tax benefits of tax deductions in excess of the compensation cost recognized (excess tax benefits) are classified as financing cash flows in the statement of cash flows. The tax benefits classified as financing cash flows for the nine months ended September 28, 2013 were $4,170,000 and for the nine months ended September 29, 2012 were $1,492,000.

The fair value of share-based compensation is estimated on the date of grant using a binomial model. Volatility is based on an average of the implied volatility in the open market and the annualized volatility of Zebra stock prices over our entire stock history. Stock option grants in the table below include both stock options, all of which were non-qualified, and stock appreciation rights (SARs) of which all will be settled in Zebra stock. Restricted stock grants are valued at the market closing price on the date of the grant. The following table shows the weighted-average assumptions used for grants of SARs as well as the fair value of the grants based on those assumptions:


	Nine Months Ended
	September 28, 2013			September 29, 2012
Expected dividend yield		0	%		0	%
Forfeiture rate		10.31	%		10.21	%
Volatility		32.00	%		35.90	%
Risk free interest rate		.82	%		.94	%
Range of interest rates		0.02% - 1.78	%		0.07% - 1.95	%
Expected weighted-average life		5.42 years			5.48 years
Fair value of stock appreciation rights (SARs) granted	$	4,443,000		$	5,507,000
Weighted-average grant date fair value of SARs granted	$	13.83		$	12.84

Stock option activity was as follows:


	Nine Months Ended September 28, 2013
Options	Shares			Weighted-Average Exercise Price
Outstanding at beginning of year		1,531,844		$	41.69
Exercised		(371,775	)		37.74
Expired		(20,145	)		47.37

Outstanding at end of period		1,139,924		$	42.88

Exercisable at end of period		1,139,924		$	42.88

Intrinsic value of exercised options	$	2,909,000

The following table summarizes information about stock options outstanding at September 28, 2013:


	Outstanding		Exercisable
Aggregate intrinsic value	$	3,941,000	$	3,941,000
Weighted-average remaining contractual term		2.5 years		2.5 years

SAR activity was as follows:


	Nine Months Ended September 28, 2013
SARs	Shares			Weighted-Average Exercise Price
Outstanding at beginning of year		1,535,804		$	31.66
Granted		321,222			46.05
Exercised		(351,869	)		24.98
Forfeited		(71,734	)		36.96
Expired		(2,643	)		33.70

Outstanding at end of period		1,430,780		$	36.26

Exercisable at end of period		544,300		$	30.58

Intrinsic value of exercised SARs	$	7,422,000

The terms of the SARs are established under either the 2006 Incentive Compensation Plan or the 2011 Long-term Incentive Plan (the “Plans”) and the applicable SAR agreement. Once vested, a SAR entitles the holder to receive a payment equal to the difference between the per-share grant price of the SAR and the fair market value of a share of Zebra stock on the date the SAR is exercised, multiplied by the number of SARs exercised. Exercised SARs are settled in whole shares of Zebra stock, and any fraction of a share is settled in cash. The SARs granted typically vest annually in four equal amounts on each of the first four anniversaries of the grant date, with some SARs vesting over a period of five years. All SARs expire 10 years after the grant date.

The following table summarizes information about SARs outstanding at September 28, 2013:


	Outstanding		Exercisable
Aggregate intrinsic value	$	13,024,000	$	7,943,000
Weighted-average remaining contractual term		7.8 years		6.9 years

Time vested restricted stock award activity was as follows:


	Nine Months Ended September 28, 2013
Restricted Stock Awards	Shares			Weighted-Average Grant Date Fair Value
Outstanding at beginning of year		444,362		$	35.43
Granted		163,989			46.07
Released		(158,108	)		30.92
Forfeited		(12,794	)		40.07

Outstanding at end of period		437,449		$	40.91

The terms of Zebra’s restricted stock grants are defined in the Plans and the applicable award agreements. Restricted stock grants consist of time vested restricted stock awards (RSAs) and performance share awards (PSAs). Zebra’s restricted stock awards are expensed over the vesting period of the related award, typically three to five years. Compensation cost is calculated as the market date fair value on the grant date multiplied by the number of shares granted.

Performance share award activity granted under the Plans, are as follows:


	Nine Months Ended September 28, 2013
Performance Share Awards	Shares			Weighted-Average Grant Date Fair Value
Outstanding at beginning of year		265,829		$	33.55
Granted		187,794			35.17
Released		(253,484	)		27.90
Forfeited		(4,980	)		41.46

Outstanding at end of period		195,159		$	42.25


	As of
	September 28, 2013
Awards granted under Zebra’s equity-based compensation plans:
Unearned compensation costs related to awards granted	$	20,064,000
Period expected to be recognized over		2.5 years

The fair value of the purchase rights issued under the stock purchase plan is estimated using the following weighted-average assumptions for purchase rights granted. Expected lives of three months to one year have been used along with these assumptions.


	Nine Months Ended
	September 28, 2013			September 29, 2012
Fair market value	$	41.69		$	34.93
Option price	$	39.61		$	33.18
Expected dividend yield		0	%		0	%
Expected volatility		17	%		21	%
Risk free interest rate		0.05	%		0.06	%