Share-based Compensation

Under the Amended and Restated 2005 Stock Incentive Plan (“Stock Incentive Plan”) which became effective in October 2005, the Company could grant stock options, stock appreciation rights (“SARs”), restricted stock units (“RSUs”), stock awards and performance based stock awards to employees and directors. The Stock Incentive Plan had reserved 3,421 shares of the Company’s common stock for issuance. As of December 31, 2015, 111 options were outstanding under the Stock Incentive Plan. The Company no longer grants awards under this plan.

Under the Amended and Restated 2009 Omnibus Equity Plan (“Omnibus Equity Plan”) which was originally approved by the shareholders in May 2009 and reapproved by shareholders in May 2012 as amended and restated, the Company may grant stock options, SARs, RSUs, restricted stock, performance shares, leveraged restricted shares, and common shares to employees and directors. The maximum number of shares available for grant is 3,350, which may be treasury shares or unissued shares. As of December 31, 2015, 587 stock options, 145 shares of restricted stock and RSUs, 59 performance units, and 41 leveraged restricted share units were outstanding under the Omnibus Equity Plan.

The Company recognized share-based compensation expense of $11,325, $9,692 and $9,989 for the years ended December 31, 2015, 2014 and 2013, respectively. This expense is included in selling, general and administrative expenses in the consolidated statements of operations. The Company also recognized a related tax deficiency of $890 during the year ended December 31, 2015 and tax benefits of $1,859 and $6,673 for the years ended December 31, 2014 and 2013, respectively. As of December 31, 2015, total share-based compensation of $5,538 is expected to be recognized over the remaining weighted-average period of approximately 1.7 years.

Stock Options

The Company uses a Black-Scholes option pricing model to estimate the fair value of stock options. The expected volatility was based on historical information. Beginning in 2015, the expected term was based on the historical average life of stock options. Prior to 2015, the Company used the simplified method as defined in SEC Staff Accounting Bulletin No. 107 to determine the expected term. The risk-free rate is based on the U.S. Treasury yield in effect at the time of the grant. Weighted-average grant-date fair values of stock options and the assumptions used in estimating the fair values are as follows:



	Year Ended December 31,
	2015			2014			2013
Weighted-average grant-date fair value per share	$	19.04		$	56.15		$	41.52
Expected term (years)	5.60			6.25			6.25
Risk-free interest rate	1.70		%	1.00		%	1.00		%
Expected volatility	61.54		%	63.73		%	66.80		%

Under the terms of the Omnibus Equity Plan, stock options generally have a 4 year graded vesting period, an exercise price equal to the fair market value of a share of common stock on the date of grant, and a contractual term of 10 years. The following table summarizes the Company’s stock option activity:



	December 31, 2015
	Number of Shares		Weighted-average Exercise Price		Aggregate Intrinsic Value		Weighted- average Remaining Contractual Term
Outstanding at beginning of year	552		$	42.92
Granted	221		34.27
Exercised	(41	)	12.58
Forfeited	(34	)	52.43
Outstanding at end of year	698		$	41.52	$	542	6.2 years
Vested and expected to vest at end of year	690		$	41.50	$	542	6.1 years
Exercisable at end of year	391		$	35.88	$	542	4.4 years

As of December 31, 2015, total unrecognized compensation cost related to stock options expected to be recognized over the weighted-average period of approximately 2.2 years is $1,942.

The total intrinsic value of options exercised during the years ended December 31, 2015, 2014 and 2013 was $740, $940 and $21,199, respectively. The total fair value of stock options vested during the years ended December 31, 2015, 2014 and 2013 was $3,625, $3,163 and $2,673, respectively.

Restricted Stock and RSUs

Restricted stock and RSUs generally vest ratably over a three-year period and are valued based on the Company’s market price on the date of grant. The following table summarizes the Company’s unvested restricted stock and RSUs activity:



	December 31, 2015
	Number of Shares		Weighted-Average Grant-Date Fair Value
Unvested at beginning of year	88		$	77.94
Granted	117		34.15
Forfeited	(51	)	55.62
Vested	(9	)	70.04
Unvested at end of year	145		$	46.40

As of December 31, 2015, total unrecognized compensation cost related to unvested restricted stock and RSUs expected to be recognized over the weighted-average period of approximately 1.6 years is $1,921.

The weighted-average grant-date fair value of restricted stock and RSUs granted during the years ended December 31, 2015, 2014 and 2013 was $34.15, $92.17 and $69.72, respectively. The total fair value of restricted stock and RSUs that vested during the years ended December 31, 2015, 2014 and 2013 was $1,563, $3,930 and $5,782, respectively.

Performance Units

Performance units are earned over a three-year period. Based on the attainment of pre-determined performance condition targets as determined by the Compensation Committee of the Board of Directors, performance units earned may be in the range of between 0% and 200%. The following table summarizes the Company’s performance units activity:



	December 31, 2015
	Number of Shares		Weighted-Average Grant-Date Fair Value
Unvested at beginning of year	51		$	72.57
Granted	23		28.25
Vested	(15	)	55.93
Unvested at end of year	59		$	59.15

As of December 31, 2015, total unrecognized compensation cost related to performance units expected to be recognized over a weighted-average period of approximately 2.1 years is $482.

The weighted-average grant-date fair value of performance units granted during the years ended December 31, 2015, 2014 and 2013 was $28.25, $93.34 and $68.21, respectively. The total fair value of performance units that vested during the years ended December 31, 2015 and 2014 was $842 and $2,650, respectively. No performance units vested during the year ended December 31, 2013.

Leveraged Restricted Share Units

Leveraged restricted share unit awards vest based on the attainment of pre-determined market condition targets as determined by the Compensation Committee of the Board of Directors over a three-year performance period. Units earned may be in the range of between 50% and 150%. The Company valued the leverage restricted share unit awards based on market conditions using a Monte Carlo Simulation model. The following table summarizes the Company’s leveraged restricted share unit awards activity:



	December 31, 2015
	Number of Shares		Weighted-average Grant-Date Fair Value
Unvested at beginning of year	59		$	84.85
Vested	(18	)	67.05
Unvested at end of year	41		$	92.66

As of December 31, 2015, total unrecognized compensation cost related to leveraged restricted share awards expected to be recognized over the weighted-average period of approximately 0.8 years is $1,193.

The weighted-average grant-date fair value of leveraged restricted share awards granted during the years ended December 31, 2014 and 2013 was $106.90, and $80.34 respectively. The total fair value of leveraged restricted share awards that vested during the year ended December 31, 2015 was $619. No leveraged restricted share awards vested during the years ended December 31, 2014 and 2013.

Directors’ Stock Grants

In 2015, 2014 and 2013, the Company granted the non-employee directors stock awards covering 23, 8 and 4 shares of common stock, respectively, which had fair values of $682, $588 and $393, respectively. These stock awards were fully vested on the grant date. Likewise, the fair values were recognized immediately on the grant date.