XML 34 R12.htm IDEA: XBRL DOCUMENT
v3.6.0.2

Note 4 - Stock-based Compensation | 12 Months Ended
--- | ---
Dec. 31, 2016
Notes to Financial Statements |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 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, 2016, 619,427 of the 1,550,000 shares noted above 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 $1.2 million, $1.3 million, and $1.3 million in 2016, 2015, and 2014, 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 2016, $0.2 million in 2015 and $0.1 million in 2014. All stock compensation expense recorded in 2016, 2015, and 2014 relates to restricted shares granted, as no options were granted during these periods. Associated with stock compensation expense was no income tax benefit in 2016 and 2015 and $0.8 million income tax benefit in 2014, 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 55,429, 84,138, and 39,676 Class A common stock shares, which were withheld at weighted average per share prices of $20.61, $27.10, and $20.97 based on the closing prices of our Class A common stock on the dates the shares vested in 2016, 2015, and 2014, respectively, in lieu of the federal and state minimum statutory tax withholding requirements. We remitted $1.1 million, $2.3 million, and $0.8 million in 2016, 2015, and 2014, 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, 2016, 2015, and 2014:
|  | Number of stock awards (in thousands) |  |  | Weighted average grant date fair value |
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 |
Granted |  |  | 120 |  |  | $ | 18.92 |
Vested |  |  | (169 | ) |  | $ | 5.28 |
Forfeited |  |  | (16 | ) |  | $ | 16.53 |
Unvested at December 31, 2016 |  |  | 265 |  |  | $ | 18.63 |
The unvested shares at December 31, 2016 will vest based on when and if the related vesting criteria are met for each award. All awards require continued service to vest, and 158,015 of these awards vest solely based on continued service, in varying increments between 2017 and 2019. Performance based awards account for 107,453 of the unvested shares at December 31, 2016, of which 29,959 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, 2016 and 77,494 shares relate to performance for the years ended December 31, 2017 and 2018 and have no unrecognized compensation cost as vesting is not probable. The fair value of restricted share awards that vested in 2016, 2015, and 2014 was approximately $3.5 million, $6.5 million, and $2.9 million, respectively. As of December 31, 2016, we had approximately $3.6 million of unrecognized compensation expense related to 158,015 service-based shares, 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 provide the holder with 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, 2016, 2015, and 2014:
|  | 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, 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 |
Options granted |  |  | - |  |  |  | - |  |  |  |  |  |  |  |  |
Options exercised |  |  | (3 | ) |  | $ | 12.79 |  |  |  | - |  |  |  | - |
Options forfeited |  |  | - |  |  |  | - |  |  |  |  |  |  |  |  |
Outstanding at December 31, 2016 |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Exercisable at December 31, 2016 |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |

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_DisclosureTextBlockAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration