Note 13 – Share-Based Compensation

Zebra has a share-based compensation plan and a stock purchase plan available for future grants. Zebra recognizes compensation costs using the straight-line method over the vesting period of up to 5 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
	March 29, 2014		March 30, 2013
Cost of sales	$	242	$	184
Selling and marketing		553		465
Research and development		366		325
General and administrative		1,805		1,172

Total compensation	$	2,966	$	2,146

Income tax benefit	$	993	$	730

Cash flows resulting from the tax benefits from 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 three months ended March 29, 2014 was $395,000 and for the three months ended March 30, 2013 was $358,000.

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 (SAR) that 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:


	Three Months Ended
	March 29, 2014			March 30, 2013
Expected dividend yield		0	%		0	%
Forfeiture rate		10.31	%		10.21	%
Volatility		32.00	%		35.90	%
Risk free interest rate		0.82	%		0.94	%
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	$	85,149		$	82,910
Weighted-average grant date fair value of SARs granted	$	65.75		$	15.08

Stock option activity was as follows:


	Three Months Ended March 29, 2014
Options	Shares			Weighted-Average Exercise Price
Outstanding at beginning of year		955,777		$	42.78
Granted		0			0.00
Exercised		(116,000	)		44.77
Forfeited		0			0.00
Expired		0			0.00

Outstanding at end of period		839,777		$	42.50

Exercisable at end of period		839,777		$	42.50

Intrinsic value of exercised options	$	2,048,000

The following table summarizes information about stock options outstanding at March 29, 2014:


	Outstanding		Exercisable
Aggregate intrinsic value	$	15,700,000	$	15,700,000
Weighted-average remaining contractual term		2.3 years		2.3 years

SAR activity was as follows:


	Three Months Ended March 29, 2014
SARs	Shares			Weighted-Average Exercise Price
Outstanding at beginning of year		1,402,784		$	36.36
Granted		0			0.00
Exercised		(17,584	)		30.30
Forfeited		(5,485	)		41.47

Outstanding at end of period		1,379,715		$	36.41

Exercisable at end of period		507,992		$	30.56

Intrinsic value of exercised SARs	$	648,000

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 March 29, 2014:


	Outstanding		Exercisable
Aggregate intrinsic value	$	34,193,000	$	15,564,000
Weighted-average remaining contractual term		7.4 years		6.4 years

Restricted stock award activity granted under the Plans, are as follows:


	Three Months Ended March 29, 2014
Restricted Stock Awards	Shares			Weighted-Average Grant Date Fair Value
Outstanding at beginning of year		435,377		$	40.92
Granted		1,295			65.75
Released		(6,940	)		38.88
Forfeited		(1,632	)		42.62

Outstanding at end of period		428,100		$	41.03

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 (RSA’s) and performance share awards (PSA’s). 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:


	Three Months Ended March 29, 2014
Performance Share Awards	Shares		Weighted-Average Grant Date Fair Value
Outstanding at beginning of year		195,159	$	42.25
Granted		0		0.00
Released		0		0.00
Forfeited		0		0.00

Outstanding at end of period		195,159	$	42.25


	As of
	March 29, 2014
Awards granted under Zebra’s equity based compensation plans:
Unearned compensation costs related to awards granted	$	14,947,000
Period expected to be recognized over		2.0 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.


	Three Months Ended
	March 29, 2014			March 30, 2013
Fair market value	$	54.08		$	39.31
Option price	$	51.38		$	37.34
Expected dividend yield		0	%		0	%
Expected volatility		33	%		17	%
Risk free interest rate		0.07	%		0.05	%