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Stock-Based Compensation
6 Months Ended
Jun. 30, 2014
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Stock-Based Compensation
STOCK-BASED COMPENSATION
On March 17, 2014, our Board of Directors, upon the recommendation of its Compensation Committee, approved the AutoNation, Inc. 2014 Non-Employee Director Equity Plan (the “2014 Director Plan”), which was approved by our stockholders at our Annual Meeting of Stockholders held on May 6, 2014. The 2014 Director Plan provides for the grant of stock options, restricted stock, restricted stock units, stock appreciation rights, and other stock-based awards to our non-employee directors. A maximum of 1.0 million shares may be issued under the 2014 Director Plan. Additionally, no director shall be granted awards in any calendar year with an aggregate grant date fair market value (determined, with respect to options and stock appreciation rights, based on a Black-Scholes or other option valuation methodology approved by the Compensation Committee) in excess of $750,000 per director. Effective as of May 6, 2014, no additional shares may be issued under the AutoNation, Inc. 2007 Non-Employee Director Stock Option Plan.
Based on a review of market data and in order to further align our non-employee directors’ interests with our stockholders, in the second quarter of 2014 our Board approved a shift to restricted stock units from stock options for our non-employee director equity program. On May 6, 2014, each of our non-employee directors received a grant of 5,000 restricted stock units (“RSUs”). The RSUs vested on the grant date and will settle in shares of the Company’s common stock on the first trading day of February 2017, except to the extent a recipient elected to defer settlement of the RSUs beyond such date in accordance with the terms of the award and the 2014 Director Plan. Settlement of the RSUs will be accelerated in certain circumstances as provided in the terms of the award and the 2014 Director Plan, including in the event the reporting person ceases to serve as a non-employee director of the Company. Compensation cost is recognized on the grant date and is based on the closing price of our common stock on the date of grant. We expect that, in future years, restricted stock units will be granted to each of our non-employee directors during the first fiscal quarter.