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Share-Based Compensation
12 Months Ended
Dec. 31, 2016
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Share-Based Compensation

6. Share-Based Compensation

Share-Based Incentive Compensation Plans

Under the Company’s 2009 Omnibus Incentive Compensation Plan (Amended and Restated Effective as of June 3, 2015) (the “2009 Omnibus Plan”), we are authorized to issue up to 7,450,000 shares of common stock, of which no more than 5,400,000 shares of common stock may be issued in the form of restricted or unrestricted shares or other stock-based awards. As of December 31, 2016, 1,287,549 shares of common stock were available for grant under our 2009 Omnibus Plan, all of which may be granted as stock-based awards.

Share-Based Compensation Expense

The table below reflects the total share-based compensation expense recognized in our Consolidated Statements of Comprehensive Income for the years ended December 31, 2016, 2015 and 2014.

 

 

 

2016

 

 

2015

 

 

2014

 

 

 

 

 

 

 

Restricted

 

 

 

 

 

 

Restricted

 

 

 

 

 

 

Restricted

 

Income Statement Classification

 

Options(1)

 

 

Shares(2)

 

 

Options(1)

 

 

Shares(2)

 

 

Options(1)

 

 

Shares(2)

 

Direct cost of revenues

 

$

2,815

 

 

$

7,530

 

 

$

3,736

 

 

$

6,532

 

 

$

5,404

 

 

$

8,951

 

Selling, general and administrative expenses

 

 

966

 

 

 

9,117

 

 

 

1,482

 

 

 

7,469

 

 

 

1,783

 

 

 

8,508

 

Special charges(3)

 

 

56

 

 

 

49

 

 

 

 

 

 

 

 

 

(126

)

 

 

(990

)

Total

 

$

3,837

 

 

$

16,696

 

 

$

5,218

 

 

$

14,001

 

 

$

7,061

 

 

$

16,469

 

 

(1)

Includes options and cash-settled stock appreciation rights.

(2)

Includes restricted share awards, performance and market condition restricted stock units, and cash-settled restricted stock units.

(3)

Expense acceleration of $0.2 million related to restricted shares and $0.1 million related to options were netted with expense reversal resulting from forfeitures of $1.2 million and $0.2 million, respectively, for the year ended December 31, 2014. There were no forfeitures related to special charges for the year ended December 31, 2016. (See Note 4, “Special Charges” for information related to the special charges).

Stock Options

We use the Black-Scholes option-pricing model to value our option grants using the assumptions in the following table.

 

 

 

Year Ended December 31,

 

Assumptions

 

2016

 

 

2015

 

 

2014

 

Risk-free interest rate

 

 

0.98%

 

 

1.07% - 1.70%

 

 

0.99% - 1.94%

 

Dividend yield

 

 

0%

 

 

 

0%

 

 

 

0%

 

Expected term

 

3 years

 

 

3-5 years

 

 

3-6 years

 

Stock price volatility

 

 

34.33%

 

 

31.03% - 40.36%

 

 

31.05% - 37.60%

 

 

A summary of our stock option activity during the year ended December 31, 2016 is presented below. The aggregate intrinsic value in the table below represents the total pre-tax intrinsic value, which is calculated as the difference between the closing price of our common stock on the last trading day of 2016 and the exercise price, multiplied by the number of in-the-money options that would have been received by the option holders had all option holders exercised their options on December 31, 2016. The aggregate intrinsic value changes based on fluctuations in the fair market value per share of our common stock.

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

Remaining

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

Contractual

 

 

Aggregate

 

 

 

 

 

 

 

Exercise

 

 

Term

 

 

Intrinsic

 

 

 

Shares

 

 

Price

 

 

(in Years)

 

 

Value

 

Stock options outstanding at December 31, 2015

 

 

3,349

 

 

$

39.01

 

 

 

 

 

 

 

 

 

Stock options granted

 

 

119

 

 

$

34.33

 

 

 

 

 

 

 

 

 

Stock options exercised

 

 

(816

)

 

$

33.30

 

 

 

 

 

 

 

 

 

Stock options forfeited

 

 

(234

)

 

$

38.17

 

 

 

 

 

 

 

 

 

Stock options outstanding at December 31, 2016

 

 

2,418

 

 

$

40.79

 

 

 

4.8

 

 

$

16,876

 

Stock options exercisable at December 31, 2016

 

 

1,593

 

 

$

43.95

 

 

 

3.8

 

 

$

8,290

 

Cash received from option exercises for the years ended December 31, 2016, 2015 and 2014 was $27.3 million, $21.1 million and $11.3 million, respectively. The actual tax benefit realized from stock options exercised totaled $4.8 million, $5.5 million and $1.9 million for the years ended December 31, 2016, 2015 and 2014, respectively.

The intrinsic value of stock options exercised is the amount by which the market value of our common stock on the exercise date exceeds the exercise price. The total intrinsic value of stock options exercised for the years ended December 31, 2016, 2015 and 2014 was $6.9 million, $8.1 million and $4.4 million, respectively.

The following is a summary of stock options outstanding and exercisable as of December 31, 2016.

 

 

 

Options Outstanding

 

 

Options Exercisable

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

Remaining

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Average

 

 

Contractual

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

Exercise

 

 

Term

 

 

 

 

 

 

Exercise

 

Exercise Price Range

 

Shares

 

 

Price

 

 

(in Years)

 

 

Shares

 

 

Price

 

$26.68 - $33.95

 

 

544

 

 

$

31.51

 

 

 

6.2

 

 

 

216

 

 

$

32.03

 

$34.33 - $36.87

 

 

556

 

 

$

35.66

 

 

 

6.9

 

 

 

246

 

 

$

35.95

 

$36.89 - $39.54

 

 

484

 

 

$

38.01

 

 

 

4.4

 

 

 

376

 

 

$

38.14

 

$39.84 - $54.30

 

 

486

 

 

$

45.13

 

 

 

3.6

 

 

 

407

 

 

$

45.67

 

$55.63 - $70.55

 

 

348

 

 

$

61.28

 

 

 

1.6

 

 

 

348

 

 

$

61.28

 

 

 

 

2,418

 

 

 

 

 

 

 

 

 

 

 

1,593

 

 

 

 

 

 

As of December 31, 2016, there was $3.8 million of unrecognized compensation cost related to unvested stock options. That cost is expected to be recognized ratably over a weighted average period of 1.6 years.

Restricted Share Awards

A summary of our unvested restricted share activity during the year ended December 31, 2016 is presented below. The fair value of unvested restricted share awards is determined based on the closing market price per share of our common stock on the grant date.

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Average Grant

 

 

 

 

 

 

 

Date Fair

 

 

 

Shares

 

 

Value

 

Unvested restricted share awards outstanding at December 31, 2015

 

 

783

 

 

$

36.55

 

Restricted share awards granted

 

 

527

 

 

$

38.37

 

Restricted share awards vested

 

 

(280

)

 

$

35.67

 

Restricted share awards forfeited

 

 

(89

)

 

$

35.50

 

Unvested restricted share awards outstanding at December 31, 2016

 

 

941

 

 

$

37.92

 

 

As of December 31, 2016, there was $21.4 million of unrecognized compensation cost related to unvested restricted share awards. That cost is expected to be recognized ratably over a weighted average period of 4.7 years. The total fair value of restricted share awards that vested during the years ended December 31, 2016, 2015 and 2014 was $10.4 million, $14.6 million and $20.5 million, respectively.

Restricted Stock Units

A summary of our restricted stock units activity during the year ended December 31, 2016 is presented below. The aggregate intrinsic value in the table below represents the total pre-tax intrinsic value based on the closing price of our common stock on the last trading day of 2016. The fair value of restricted stock units is determined based on the closing market price per share of our common stock on the grant date.

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

Average Grant

 

 

 

 

 

 

 

 

 

 

 

Date Fair

 

 

Intrinsic

 

 

 

Shares

 

 

Value

 

 

Value

 

Restricted stock units outstanding at December 31, 2015

 

 

623

 

 

$

37.53

 

 

 

 

 

Restricted stock units granted

 

 

66

 

 

$

36.02

 

 

 

 

 

Restricted stock units released

 

 

(221

)

 

$

36.32

 

 

 

 

 

Restricted stock units forfeited

 

 

(3

)

 

$

40.46

 

 

 

 

 

Restricted stock units outstanding at December 31, 2016

 

 

465

 

 

$

37.87

 

 

$

20,980

 

 

The intrinsic value of restricted stock units released reflects the market value of our common stock on the date of release. The total intrinsic value of restricted stock units released for the years ended December 31, 2016, 2015 and 2014 was $9.3 million, $3.1 million and $1.7 million, respectively.

As of December 31, 2016, there was $0.7 million of unrecognized compensation cost related to unvested restricted stock units. That cost is expected to be recognized ratably over a weighted average period of 1.4 years. The total fair value of restricted stock units that vested during the years ended December 31, 2016, 2015 and 2014 was $2.4 million, $4.4 million and $2.7 million, respectively.

Performance Stock Units

A summary of our performance stock units activity during the year ended December 31, 2016 is presented below. The aggregate intrinsic value in the table below represents the total pre-tax intrinsic value based on the closing price of our common stock on the last trading day of 2016. The fair value of performance stock units is determined based on the closing market price per share of our common stock on the grant date.

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

Average Grant

 

 

 

 

 

 

 

 

 

 

 

Date Fair

 

 

Intrinsic

 

 

 

Shares

 

 

Value

 

 

Value

 

Performance stock units outstanding at December 31, 2015

 

 

135

 

 

$

28.62

 

 

 

 

 

Performance stock units granted

 

 

84

 

 

$

23.83

 

 

 

 

 

Performance stock units released

 

 

 

 

$

 

 

 

 

 

Performance stock units forfeited

 

 

(13

)

 

$

29.11

 

 

 

 

 

Performance stock units outstanding at December 31, 2016

 

 

206

 

 

$

26.64

 

 

$

9,276

 

 

As of December 31, 2016, there was $1.3 million of unrecognized compensation cost related to unvested performance stock units. That cost is expected to be recognized ratably over a weighted average period of 1.0 years. There are no performance stock units that vested during the years ended December 31, 2016, 2015 and 2014.

The table below reflects the weighted average grant date fair value per share of stock options, restricted share awards, restricted stock units and performance stock units awarded during the years ended December 31, 2016, 2015 and 2014.

 

 

 

Year Ended December 31,

 

 

 

2016

 

 

2015

 

 

2014

 

Weighted average fair value of grants

 

 

 

 

 

 

 

 

 

 

 

 

Stock options

 

$

8.41

 

 

$

10.85

 

 

$

10.77

 

Restricted share awards, restricted stock units and performance stock units

 

$

37.64

 

 

$

39.01

 

 

$

32.87

 

 

In addition to the awards discussed above, we have awarded employees cash-settled stock appreciation rights, cash-settled restricted stock units and cash-settled performance stock units. The cash-settled performance stock units are subject to market conditions based on the adjusted total shareholder return of the Company as compared with the adjusted total shareholder return of the adjusted Standard & Poor’s 500 for the three-year period ending March 31, 2017. During the year ended December 31, 2016, we awarded a total of 5,162 cash-settled restricted stock units to employees in a foreign country. There were no cash-settled stock appreciation rights or cash-settled performance stock units awarded during the year ended December 31, 2016. As of December 31, 2016, there were 85,275 cash-settled stock appreciation rights, 13,678 cash-settled restricted stock units and 49,472 cash-settled performance stock units outstanding.