4. STOCK-BASED COMPENSATION

On February 21, 2014, the Compensation Committee of our Board of Directors approved, subject to stockholder approval, a third amendment (the "Third Amendment") to the 2006 Omnibus Incentive Plan (the "Incentive Plan"). The Third Amendment (i) provides that the maximum aggregate number of shares of Class A common stock available for grant of awards under the Incentive Plan from and after May 29, 2014, shall not exceed 750,000, plus any remaining available shares of the 800,000 shares previously made available under the second amendment to the Incentive Plan (the "Second Amendment"), and any expirations, forfeitures, cancellations, or certain other terminations of shares approved for grant under the Third Amendment or the Second Amendment previously reserved, plus any remaining expirations, forfeitures, cancellations, or certain other terminations of such shares, and (ii) re-sets the term of the Incentive Plan to expire with respect to the ability to grant new awards on March 31, 2023. The Compensation Committee also re-approved, subject to stockholder re-approval, the material terms of the performance-based goals under the Incentive Plan so that certain incentive awards granted thereunder would continue to qualify as exempt "performance-based compensation" under Internal Revenue Code Section 162(m). The Company's stockholders approved the adoption of the Third Amendment and re-approved the material terms of the performance-based goals under the Incentive Plan at the Company's 2014 Annual Meeting held on May 29, 2014.

The Incentive Plan permits annual awards of shares of our Class A common stock to executives, other key employees, non-employee directors, and eligible participants under various types of options, restricted share awards, or other equity instruments. At December 31, 2015, 734,150 of the aforementioned 1,550,000 shares were available for award under the amended Incentive Plan. No participant in the Incentive Plan may receive awards of any type of equity instruments in any calendar-year that relates to more than 200,000 shares of our Class A common stock. No awards may be made under the Incentive Plan after March 31, 2023. To the extent available, we have issued treasury stock to satisfy all share-based incentive plans.

Included in salaries, wages, and related expenses within the consolidated statements of operations is stock-based compensation expense of $1.3 million, $1.3 million, and $0.3 million in 2015, 2014, and 2013, respectively. Included in general supplies and expenses within the consolidated statements of operations is stock-based compensation expenses for non-employee directors of $0.2 million in 2015 and $0.1 million in 2014 and 2013. All stock compensation expense recorded in 2015, 2014, and 2013 relates to restricted shares granted, as no options were granted during these periods. Associated with stock compensation expense was no income tax benefit, $0.8 million income tax benefit, and $0.1 million income tax deficit in 2015, 2014, and 2013, respectively, related to the exercise of stock options and restricted share vesting, resulting in related changes in taxable income and offsetting changes to additional paid in capital.

The Incentive Plan allows participants to pay the federal and state minimum statutory tax withholding requirements related to awards that vest or allows the participant to deliver to us shares of Class A common stock having a fair market value equal to the minimum amount of such required withholding taxes. To satisfy withholding requirements for shares that vested, certain participants elected to deliver to us 84,138, 39,676, and 53,188 Class A common stock shares, which were withheld at weighted average per share prices of $27.10, $20.97, and $6.41 based on the closing prices of our Class A common stock on the dates the shares vested in 2015, 2014, and 2013, respectively, in lieu of the federal and state minimum statutory tax withholding requirements. We remitted $2.3 million, $0.8 million, and $0.3 million in 2015, 2014, and 2013, respectively, to the proper taxing authorities in satisfaction of the employees' minimum statutory withholding requirements. The payment of minimum tax withholdings on stock compensation are reflected within the issuances of restricted shares from treasury stock in the accompanying consolidated statement of stockholders' equity.

The following table summarizes

our restricted share award activity for the fiscal years ended December 31, 2015, 2014, and 2013:

	Number of stock awards (in thousands)			Weighted average grant date fair value

Unvested at December 31, 2012		764		$	6.62

Granted		263		$	5.60
Vested		(200	)	$	8.12
Forfeited		(50	)	$	5.56
Unvested at December 31, 2013		777		$	5.95

Granted		136		$	12.27
Vested		(137	)	$	7.43
Forfeited		(134	)	$	7.80
Unvested at December 31, 2014		642		$	6.60

Granted		63		$	28.10
Vested		(246	)	$	4.97
Forfeited		(129	)	$	5.38
Unvested at December 31, 2015		330		$	12.43

The unvested shares at December 31, 2015 will vest based on when and if the related vesting criteria are met for each award. All awards require continued service to vest, and 192,891of these awards vest solely based on continued service, in varying increments between 2016 and 2018. Performance based awards account for 136,961 of the unvested shares at December 31, 2015, of which 75,098 shares have no unrecognized compensation cost as the cost has been fully recognized based on the performance goals having been achieved for the year ended December 31, 2015 and 61,863 shares relate to performance for the years ended December 31, 2016 and 2017 and have $1.2 million of unrecognized compensation cost.

The fair value of restricted share awards that vested in 2015, 2014, and 2013 was approximately $6.5 million, $2.9 million, and $1.2 million, respectively. As of December 31, 2015,

we had approximately $2.2 million of unrecognized compensation expense related to 192,891 service-based and 61,863 2016 and 2017 performance-based restricted share awards, which is probable to be recognized over a weighted average period of approximately 25 months.

All restricted shares awarded to executives and other key employees pursuant to the Incentive Plan have voting and other stockholder-type rights, but will not be issued until the relevant restrictions are satisfied.

The following table summarizes our stock option activity for the fiscal years ended December 31, 2014, 2013, and 2012:

	Number of options (in thousands)			Weighted average exercise price		Weighted average remaining contractual term (in years)		Aggregate intrinsic value (in thousands)

Outstanding at December 31, 2012		333		$	15.67		1.5	$	-

Options granted		-			-
Options exercised		-			-
Options forfeited		(112	)	$	17.14
Outstanding at December 31, 2013		221		$	14.98		1.0	$	-

Options granted		-			-
Options exercised		(45	)	$	13.64
Options forfeited		(100	)	$	21.71
Outstanding at December 31, 2014		76		$	14.73		0.5	$	945

Options granted		-			-
Options exercised		(73	)	$	14.79
Options forfeited		-			-
Outstanding at December 31, 2015		3		$	12.79		0.4	$	15

Exercisable at December 31, 2015		3		$	12.79		0.4	$	15