7. Share-Based Compensation Plans

In April 2006, the Company’s shareholders approved the Amended and Restated Long-Term Incentive Plan (the “2006 Plan”) and reserved 1,500,000 Common Shares of which the maximum number of Common Shares which may be issued subject to incentive stock options is 500,000. In May 2010, shareholders approved an amendment to the 2006 Plan to increase the number of shares by 1,500,000 to 3,000,000, and in May 2013, shareholders approved another amendment to this plan to increase the number of shares by 1,500,000 to 4,500,000. As the 2006 Plan expired in May 2016, there were no shares available for grant at December 31, 2017 or 2016. As of December 31, 2017, there are 782,368 shares granted subject to future vesting of which 260,775 shares were time-based and 521,593 were performance-based.

In May 2016, the Company’s shareholders approved the 2016 Long-Term Incentive Plan (the “2016 Plan”) and reserved 1,800,000 Common Shares (of which the maximum number of Common Shares which may be issued). Under the 2016 Plan, as of December 31, 2017, the Company has granted 428,328 share units, of which 170,793 were time-based with cliff vesting using the straight-line method and 257,535 were performance-based. There are 1,390,708 shares available to be granted under the 2016 Plan at December 31, 2017.

In 2016 and 2015, pursuant to the 2006 Plan and in 2017, pursuant to the 2016 Plan, the Company granted time-based and performance-based share units. The time-based share units cliff vest three years after the date of grant. The performance based share units vest and are no longer subject to forfeiture upon the recipient remaining an employee of the Company for three years from the date of grant and, for a portion of the annual awards, upon the Company attaining certain targets of performance measured against a peer group’s three year performance in terms of total shareholder return and, for the remaining portion of the annual awards, upon achieving certain annual earnings per share targets established by the Company during the performance period of the award.

The allocation of performance shares granted between total shareholder return and earnings per share were as follows for the years ended December 31:


	2017		2016		2015
Total shareholder return	62	%	55	%	36	%
Earnings per share	38	%	45	%	64	%

In April 2005, the Company adopted the Directors’ Restricted Shares Plan (the “Director Share Plan”) and reserved 500,000 Common Shares for issuance under the Director Share Plan. In May 2013, shareholders approved an amendment to the Director Share Plan to increase the number of shares for issuance by 200,000 to 700,000. Under the Director Share Plan, the Company has cumulatively issued 616,113 restricted Common Shares. As such, there are 83,887 restricted Common Shares available to be issued at December 31, 2017. Shares issued annually under the Director Share Plan vest one year after the date of grant.

Restricted Shares

The fair value of the non-vested time-based restricted Common Share awards was calculated using the market value of the Common Shares on the date of issuance. The weighted-average grant-date fair value of time-based restricted Common Shares granted during the years ended December 31, 2017, 2016 and 2015 was $18.73, $13.52 and $11.41, respectively.

The fair value of the non-vested performance-based restricted Common Share awards with a performance condition requiring the Company to obtain certain earnings per share targets was estimated using the market value of the shares on the date of grant. The fair value of non-vested performance-based restricted Common Share awards with a market condition requiring the Company to obtain a total shareholder return target relative to a group of peer companies was estimated using a Monte Carlo valuation model taking into consideration the probability of achievement using multiple simulations. The awards that use earnings per share as the performance target are expensed beginning when it is probable that the Company will meet the underlying performance condition.

A summary of the status of the Company’s non-vested share units as of December 31, 2017 and the changes during the year then ended, are presented below:


	Time-based awards			Performance-based awards
			Weighted-			Weighted-
	Common		average grant	Common		average grant
	Shares		date fair value	Shares		date fair value
Non-vested as of December 31, 2016	612,037	$	12.32	825,140	$	12.14
Granted	177,664	$	18.73	217,495	$	21.54
Vested	(310,207)	$	12.05	(165,783)	$	11.72
Forfeited or cancelled	(36,342)	$	13.23	(132,664)	$	12.52
Non-vested as of December 31, 2017	443,152	$	15.01	744,188	$	14.92

As of December 31, 2017, total unrecognized compensation cost related to non-vested time-based share units granted was $2,543. That cost is expected to be recognized over a weighted-average period of 1.18 years.

For the years ended December 31, 2017, 2016 and 2015, the total fair value of awards vested was $8,718, $5,394 and $9,101, respectively.

As of December 31, 2017, total unrecognized compensation cost related to non-vested performance-based share units granted was $3,324 for shares probable to vest. That cost is expected to be recognized over a weighted-average period of 0.94 years dependent upon the achievement of performance conditions. As noted above, the Company has issued and outstanding performance-based restricted Common Share awards that use different performance targets (total shareholder return and earnings per share).

The tax benefit realized for the tax deductions from the vesting of restricted Common Shares and option exercises of the share-based payment arrangements was $858, $977 and $0 for the years ended December 31, 2017, 2016 and 2015.