Note 11
Stock-based Compensation

The Amended and Restated Omnibus Stock and Performance Compensation Plan (the “Omnibus Plan”) provides incentive opportunities for key employees and non-employee directors and to align the personal financial interests of such individuals with those of the Company’s shareholders. The Omnibus Plan permits the issuance of up to 1,500,000 shares of the Company’s common stock in the form of stock options, SARs, restricted stock, restricted stock units and performance awards.

All share and per share data have been restated to give effect to the 20% stock dividend that was paid on December 14, 2018.

Restricted Stock
Restricted shares granted prior to April 16, 2013 are amortized to expense over the three-year vesting period. Beginning on April 16, 2013, restricted shares granted to Company employees are amortized to expense over the three-year annual vesting period whereas restricted shares granted to members of the Board of Directors are amortized to expense over a one-year service period, with the exception of those shares granted in lieu of cash payment for retainer fees which are expensed in the period earned. Beginning on February 2, 2017, restricted shares granted to Company employees are amortized to expense over the three-year cliff vesting period.

Changes in restricted shares outstanding for the year ended December 31, 2018 were as follows:

			Weighted Average
			Grant Date
	Shares		Fair Value
Balance at December 31, 2017	93,775		$41.92
Granted	35,000		49.79
Vested	(28,487	)	39.03
Forfeited	(564	)	46.70
Balance at December 31, 2018	99,724		$45.48

During 2017 and 2016, 31,277 and 47,779 shares, respectively, were granted with weighted average per share market values at date of grant of $49.55 in 2017 and $38.13 in 2016. The fair value of such shares are based on the market price on the date of grant. Amortization of the restricted stock bonus awards totaled $1,571,000 for 2018, $1,743,000 for 2017 and $1,712,000 for 2016. As of December 31, 2018, the total unrecognized compensation expense related to non-vested restricted stock awards was $1,345,000 and the related weighted average period over which it is expected to be recognized is approximately 0.75 years. The total fair value of shares vested during the years ended December 2018, 2017, and 2016 was $1,112,000, $1,389,000, and $1,500,000, respectively.

Performance-Based Restricted Stock

In February of 2017, the Company granted three-year PBRS awards which are contingent upon the Company’s achievement of pre-established financial goals over the period from January 1, 2017 through December 31, 2019. The PBRS awards cliff vest on the three year anniversary of their grant date at levels ranging from 0% to 150% of the target opportunity based on the actual achievement of financial goals for the three-year performance period. The aggregate target number of PBRS shares granted was 30,388 with an average grant date fair value of $49.33 per share. The 2018 expense related to these grants totaled $690,000 and is based on the grant date fair value of the awards and the Company’s achievement of 132% of the target financial goals. The estimated expense for 2018 and each future period through the vesting date is subject to prospective adjustment based upon changes in the expected achievement of the financial goals.

In each of February and July of 2018, the Company granted three-year PBRS awards which are contingent upon the Company’s achievement of pre-established financial goals over the period from January 1, 2018 through December 31, 2020. The PBRS awards cliff vest on the three-year anniversary of their grant date at levels ranging from 0% to 150% of the target opportunity based on the actual achievement of financial goals for the three-year performance period. The aggregate target number of PBRS shares granted was 35,602 with an average grant date fair value of $48.67 per share. The 2018 expense related to these grants totaled $745,000 and is based on the grant date fair value of the awards and the Company’s achievement of 144% of the target financial goals. The estimated expense for 2018 and each future period through the vesting date is subject to prospective adjustment based upon changes in the expected achievement of the financial goals.

SARs

During 2018, there were no SARs granted and no expense recognized. As of December 31, 2018, there was no unrecognized compensation expense related to SARs.

Changes in SARs outstanding for the year ended December 31, 2018 were as follows:

	SARs		Weighted Average Exercise Price
Balance at December 31, 2017	281,067			$29.14
Exercised	(43,946	)		25.26
Forfeited	—			—
Balance at December 31, 2018	237,121			29.86
Exercisable at December 31, 2018	237,121			$29.86

The total intrinsic value of SARs exercised during 2018 and 2017 was $1,110,000 and $892,000, respectively. The average remaining contractual term for SARs outstanding as of December 31, 2018 was 3.50 years, and the aggregate intrinsic value was $5,468,000. The average remaining contractual term for SARs exercisable as of December 31, 2017 was 5.03 years, and the aggregate intrinsic value was $7,291,000.

The total compensation cost for share-based payment arrangements was $3,006,000, $2,340,000, and $1,959,000 in 2018, 2017, and 2016, respectively.