XML 31 R15.htm IDEA: XBRL DOCUMENT v3.10.0.1
Share-Based Compensation Plans
12 Months Ended
Dec. 31, 2018
Share-Based Compensation [Abstract]  
Share-Based Compensation

8. 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, 2018 or 2017. As of December 31, 2018, there are 295,381 shares granted subject to future vesting of which 107,510 shares were time-based and 187,871 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, 2018, the Company has granted 789,995 share units, of which 316,970 were time-based with cliff vesting using the straight-line method and 473,025 were performance-based. There are 1,063,691 shares available to be granted under the 2016 Plan at December 31, 2018.

In 2016, pursuant to the 2006 Plan and in 2017 and 2018, 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 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:

 

 

 

 

 

 

 

 

 

    

2018

    

2017

    

2016

 

Total shareholder return

 

55

%

55

%

55

%

Earnings per share

 

45

%

45

%

45

%

 

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.  In May 2018, the Company’s shareholders approved an amendment to the Director Share Plan to increase the number of shares for issuance by 150,000 to 850,000.  Under the Director Share Plan, the Company has cumulatively issued 646,052 restricted Common Shares. As such, there are 203,948 restricted Common Shares available to be issued at December 31, 2018. 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, 2018, 2017 and 2016 was $24.69,  $18.73 and $13.52, 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, 2018 and the changes during the year then ended, are presented below:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance-based

 

 

 

 

 

Time-based awards

 

 

 

 

awards

 

 

 

 

Weighted-

 

 

 

Weighted-

 

 

Common

 

average grant

 

Common

 

average grant

 

    

Shares

    

date fair value

    

Shares

    

date fair value

Non-vested as of December 31, 2017

 

443,152

 

$

15.01

 

744,188

 

$

14.92

Granted

 

176,116

 

$

24.69

 

215,490

 

$

29.41

Vested

 

(182,451)

 

$

13.21

 

(284,462)

 

$

11.19

Forfeited or cancelled

 

(16,821)

 

$

19.99

 

(46,996)

 

$

17.13

Non-vested as of December 31, 2018

 

419,996

 

$

19.64

 

628,220

 

$

21.41

 

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

Weighted-

 

 

 

Performance-based
awards
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, 2018, total unrecognized compensation cost related to non-vested time-based share units granted was $3,321. That cost is expected to be recognized over a weighted-average period of 1.16 years.

For the years ended December 31, 2018, 2017 and 2016, the total fair value of awards vested was $12,577,  $8,718 and $5,394, respectively.

As of December 31, 2018, total unrecognized compensation cost related to non-vested performance-based share units granted was $3,481 for shares probable to vest. That cost is expected to be recognized over a weighted-average period of 1.18 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 of the share-based payment arrangements was $1,584,  $858 and $977 for the years ended December 31, 2018, 2017 and 2016.