Stock-Based Compensation

The Company has one stock-based incentive plan, the 2011 Plan, which incorporates and supersedes its two previous plans except for awards previously granted under the two plans (see "Note 1 — Accounting for Stock-Based Compensation). Generally, participants of the 2011 Plan are granted stock-based awards, and among which the performance-based awards may vest, only if the applicable Company-wide or profit-center operating goals, or both, or strategic goals, established by the Compensation and Leadership Development Committee (the "Committee") of the Board of Directors at the beginning of the year, are met.

The Company granted restricted stock units (“RSUs”) under the 2011 Plan in 2014, 2015 or 2016. The fair value of each restricted stock unit award is estimated on the measurement date as determined in accordance with GAAP and is based on the closing market price of the underlying stock on the day preceding the measurement date. The fair value excludes the present value of the dividends that the RSUs do not participate in. The RSUs may be time-based, performance-based or time- and performance-based. The restrictions on one quarter of the time-based RSUs generally lapse on the date of the award and each of the first, second and third anniversaries of the date of the award (the “Vesting Schedule”). The restrictions on the performance-based RSUs, which are made to the Company’s named executive officers and certain members of the Company’s senior management in addition to their time-based RSUs, generally lapse following a period set for the RSUs on the date of the award, and shares of the Company’s common stock underlying such awards are subject to performance-based adjustment before becoming vested. In addition, some of the time-based RSUs made to the Company’s employees require the underlying shares to be subject to performance-based adjustment before such awards may vest according to the Vesting Schedule.

On February 4, 2017, 616,679 RSUs were awarded to the Company's employees, including officers, at an estimated value of $43.75 per share, based on the closing price on February 14, 2017. On April 20, 2016, 1,800 RSUs were awarded to each of the Company’s six non-employee directors at an estimated value of $38.00 per share based on the closing price on April 19, 2016. There were no restrictions on the non-employee directors’ RSUs granted on April 20, 2016.

The following table summarizes the Company’s unvested restricted stock unit activity for the year ended December 31, 2016:



	Shares (in thousands)		Weighted- Average Price		Aggregate Intrinsic Value * (in thousands)
Unvested Restricted Stock Units (RSUs)	Shares (in thousands)		Weighted- Average Price		Aggregate Intrinsic Value * (in thousands)
Outstanding at January 1, 2016	527		$	31.56	$	17,994
Awarded	442		31.98
Vested	(343	)	31.64
Forfeited	(11	)	32.02
Outstanding at December 31, 2016	615		$	31.81	$	26,915
Outstanding and expected to vest at December 31, 2016	601		$	31.81	$	26,282

* The intrinsic value is calculated using the closing price per share of $43.75, as reported by the New York Stock Exchange on December 31, 2016.

The total intrinsic value of RSUs vested during the years ended December 31, 2016, 2015 and 2014 was $10.8 million, $10.3 million and $9.1 million respectively, based on the market value on the award date.

No stock options were granted under the 2011 Plan in 2014, 2015 or 2016.

The following table summarizes the Company’s stock option activity for the year ended December 31, 2016:



	Shares (in thousands)		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Life	Aggregate Intrinsic Value* (in thousands)
Non-Qualified Stock Options	Shares (in thousands)		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Life	Aggregate Intrinsic Value* (in thousands)
Outstanding at January 1, 2016	523		$	29.55	2.1	$	2,406
Exercised	(271	)	$	29.48
Forfeited	(1	)	$	21.25
Outstanding and exercisable at December 31, 2016	251		$	29.66	1.1	$	3,538

* The intrinsic value represents the amount by which the fair market value of the underlying common stock exceeds the exercise price of the option, and is calculated using the closing price per share of $43.75, as reported by the New York Stock Exchange on December 31, 2016.

The total intrinsic value of stock options exercised during each of the three years ended December 31, 2016, 2015 and 2014, was $3.1 million, $2.4 million and $0.8 million, respectively.

As of January 1, 2015, there were 99 thousand unvested stock options with a weighted average grant-date fair value of $10.33 per share. These stock options vested in the first quarter of 2015 and, as of December 31, 2016, the Company had no unvested stock options.

As of December 31, 2016, there was $24.8 million total unrecognized compensation cost related to unvested stock-based compensation arrangements under the 2011 Plan for awards made through February 2016 and those expected to be made through February 2017. The portion of this cost related to RSUs awarded through February 2016 is expected to be recognized over a weighted-average period of 1.7 years.

The Company also maintains an employee stock bonus plan (the "Stock Bonus Plan"), which was adopted in 1994, amended on December 7, 2015, and approved by the Company's stockholders on April 20, 2016, whereby it awards shares of the Company's common stock to employees, who do not otherwise participate in any of the Company’s stock-based incentive plans and meet minimum service requirements as determined by the Committee. The number of shares awarded, as well as the period of service, is determined by the Committee. The Company committed to issuing 12 thousand shares for 2016 (3 thousand of which are expected to be settled in cash for the Company's foreign employees) and issued 10 thousand and 16 thousand shares for 2015 and 2014, respectively, which resulted in pre-tax compensation charges of $0.8 million, $0.7 million and $0.9 million for each of the years ended December 31, 2016, 2015 and 2014, respectively. These employees are also awarded cash bonuses, which are included in these charges, to compensate for their income taxes payable as a result of the stock bonuses. Shares have generally been issued under the Stock Bonus Plan following the year in which the respective employee reached his or her tenth anniversary of employment with the Company.