XML 35 R19.htm IDEA: XBRL DOCUMENT
v3.6.0.2

Incentive Plans | 12 Months Ended
--- | ---
Dec. 31, 2016
Share-based Compensation [Abstract] |
Incentive Plans |
11. | Incentive Plans
The Insperity, Inc. 2001 Incentive Plan, as amended, and the 2012 Incentive Plan, as amended, (collectively, the “Incentive Plans”) provide for options and other stock-based awards that have been and may be granted to eligible employees and non-employee directors of Insperity or its subsidiaries. The 2012 Incentive Plan is currently the only plan under which new stock-based awards may be granted. The Incentive Plans are administered by the Compensation Committee of the Board of Directors (the “Committee”). The Committee has the power to determine which eligible employees will receive awards, the timing and manner of the grant of such awards, the exercise price of stock options (which may not be less than market value on the date of grant), the number of shares and all of the terms of the awards. The Board may at any time amend or terminate the Incentive Plans. However, no amendment that would impair the rights of any participant, with respect to outstanding grants, can be made without the participant’s prior consent. Stockholder approval of amendments to the Incentive Plans is necessary only when required by applicable law or stock exchange rules. At December 31, 2016, 749,265 shares of common stock were available for future grants under the 2012 Incentive Plan. The Incentive Plans permit stock options, including nonqualified stock options and options intended to qualify as “incentive stock options” within the meaning of Section 422 of the Internal Revenue Code, stock awards, phantom stock awards, stock appreciation rights, performance units, and other stock-based awards and cash awards, all of which may or may not be subject to the achievement of one or more performance objectives. The purposes of the Incentive Plans generally are to retain and attract persons of training, experience and ability to serve as employees of Insperity and its subsidiaries and to serve as non-employee directors of Insperity, to encourage the sense of proprietorship of such persons and to stimulate the active interest of such persons in the development and financial success of Insperity and its subsidiaries. On March 30, 2015, we adopted the Insperity, Inc. Long-Term Incentive Program (“LTIP”) under the Insperity, Inc. 2012 Incentive Plan. The LTIP provides for performance-based long-term compensation awards in the form of performance units to certain employees based on the achievement of pre-established performance goals. We granted performance units under the LTIP to our named executive officers and certain other officers in 2015 and 2016. We recognized $16.6 million, $13.3 million and $11.1 million of compensation expense associated with the restricted stock and the LTIP awards in 2016, 2015 and 2014, respectively. We recognized $7.7 million, $5.3 million and $4.6 million of tax benefits associated with stock-based compensation in 2016, 2015 and 2014, respectively. Stock Option Awards The following is a summary of stock option award activity for 2016:
|  | Shares |  | Weighted Average Exercise Price Per Share |  | Weighted Average Remaining Contractual Life |  | Aggregate Intrinsic Value
|  | (in thousands) |  |  |  | (in years) |  | (in thousands)
Outstanding - December 31, 2015 |  | 28 |  |  | $ | 29.56 |  |  |  |  |
Granted |  | — |  |  | — |  |  |  |  |
Exercised |  | (20 | ) |  | 29.17 |  |  |  |  |
Canceled |  | — |  |  | — |  |  |  |  |
Outstanding - December 31, 2016 |  | 8 |  |  | $ | 30.59 |  |  | 4.5 |  | $ | 315 |
Exercisable - December 31, 2016 |  | 8 |  |  | $ | 30.59 |  |  | 4.5 |  | $ | 315 |
The intrinsic value of options exercised during the year was $0.8 million in 2016, $0.3 million in 2015 and $0.3 million in 2014. Restricted Stock Awards Restricted common shares, under equity plan accounting, are generally measured at fair value on the date of grant based on the number of shares granted, estimated forfeitures and the quoted price of the common stock. Such value is recognized as compensation expense over the corresponding vesting period, three to five years for our shares currently outstanding. The total fair value of shares vested during the years ended December 31, 2016, 2015, and 2014 was $16.2 million, $18.6 million and $10.8 million, respectively. The weighted average grant date fair value of restricted stock awards granted during the years ended December 31, 2016, 2015 and 2014 was $52.66, $51.54 and $28.22, respectively. As of December 31, 2016, unrecognized compensation expense associated with the unvested shares outstanding was $14.6 million and is expected to be recognized over a weighted average period of 21 months. The following is a summary of restricted stock award activity for 2016:
|  | Shares |  | Weighted Average Grant Date Fair Value
|  | (in thousands) |  |
Non-vested - December 31, 2015 |  | 618 |  |  | $ | 37.98 |
Granted |  | 236 |  |  | 52.66 |
Vested |  | (333 | ) |  | 35.66 |
Canceled/Forfeited |  | (18 | ) |  | 44.66 |
Non-vested - December 31, 2016 |  | 503 |  |  | $ | 46.17 |
Long-Term Incentive Program Awards Each performance unit represents the right to receive one common share at a future date based on our performance against specified targets. Performance units have a vesting schedule of three years for performance based awards. Market-based performance awards vest at the end of a three-year period assuming continued employment and achievement of market-based performance goals. The fair value of each performance unit is the market price of one common share on the date of grant. The fair value of each market-based performance unit was determined through the use of the Monte Carlo simulation method. The compensation expense for the LTIP awards is recognized on a straight-line basis over the vesting terms. Over the performance period, the number of shares expected to be issued is adjusted upward or downward based upon the probability of achievement of the performance targets. The ultimate number of shares issued and the related compensation cost recognized is based on a comparison of the final performance metrics to the specified targets. The following is a summary of LTIP award activity for 2016:
|  | Number of Performance Units at Target |  | Weighted Average Grant Date Fair Value |  | Maximum Shares Eligible to Receive
Unvested at December 31, 2015 |  | 100,900 |  |  | $ | 52.80 |  |  | 201,800 |
Granted |  | 133,380 |  |  | 58.42 |  |  | 224,861 |
Vested |  | — |  |  | — |  |  | — |
Canceled |  | (2,550 | ) |  | 52.80 |  |  | (4,636 | )
Unvested at December 31, 2016 |  | 231,730 |  |  | $ | 56.04 |  |  | 422,025 |
Expected to vest |  | 302,059 |  |  |  |  |
As of December 31, 2016, we estimate that 178,770 shares and 123,289 shares will vest with $3.8 million and $4.7 million in unamortized compensation expense related to the 2015 and 2016 grants, respectively. Employee Stock Purchase Plan Our employee stock purchase plan (the “ESPP”) enables employees to purchase shares of Insperity stock at a 5% discount. The ESPP is a non-compensatory plan under generally accepted accounting principles of stock-based compensation. As a result, no compensation expense is recognized in conjunction with this plan. Approximately 17,000, 24,000 and 37,000 shares were issued from treasury under the ESPP during fiscal years 2016, 2015 and 2014, respectively.

X
- Definition The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 40 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=65895303&loc=d3e17540-113929 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 50 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=68057994&loc=d3e25284-112666 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SAB Topic 14) -URI http://asc.fasb.org/extlink&oid=27013229&loc=d3e301413-122809 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5070-113901 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5047-113901 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5444-113901 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_ShareBasedCompensationAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration