5.	Share-Based Compensation

In June 2007, the board of directors and stockholders approved the 2007 Stock Incentive Plan (the “2007 Plan”). Under the 2007 Plan, we may grant restricted stock, stock options, stock appreciation rights, restricted stock units, performance awards, unrestricted stock awards and other incentive awards. Under a Third Amendment to the 2007 Plan effective June 2, 2015, the maximum number of shares of common stock available for the grant of awards under the 2007 Plan after June 2, 2015, is 3,625,000. Awards of any stock options are to be priced at not less than the fair market value at the date of the grant. The vesting period of any stock award is to be determined by the board or an authorized committee at the time of the grant. The term of each stock option is to be fixed at the time of grant and may not exceed 10 years. Shares issued upon stock options exercised are issued as new shares.

Share-based compensation expense amounted to $8.0 million, $8.2 million and $5.9 million for the years ended December 31, 2015, 2014 and 2013, respectively. Such amounts represent the estimated fair value of stock awards for which the requisite service period elapsed during those periods. Included in share-based compensation expense in 2014 and 2013 is a benefit of $1.1 million and $1 million, respectively, for forfeited stock awards related to the retirement of two of our executive officers. Share-based compensation expense for the years ended December 31, 2015, 2014 and 2013, included $735,000, $749,000 and $630,000, respectively, related to grants to nonemployee directors.

Stock Options

There were no stock option grants during the years ended December 31, 2015, 2014 and 2013. As of December 31, 2015, 38,525 options were fully vested and outstanding with a weighted average exercise price of $12.00 and a weighted average remaining contractual term of 1.86 years. There were no options exercised during the years ended December 31, 2015 and 2014. The intrinsic value of the options exercised during the year ended December 31, 2013 was $35,000. There was no tax benefit recognized related to the stock option exercises in the year ended December 31, 2013.

Nonvested Shares

Share grants totaling 1,278,329 shares, 992,919 shares and 377,379 shares with an approximate aggregate fair market value of $6.2 million, $14.4 million and $8.6 million at the time of grant were granted to employees during the years ended December 31, 2015, 2014 and 2013, respectively. Included in the share grants for 2015, 2014 and 2013, are 724,249 shares, 245,157 shares and 183,672 shares, respectively, awarded to our executive officers. The aggregate fair market value of these shares on the grant date was $4.5 million, $4.5 million and $4.4 million, respectively, to be expensed over a remaining service period of approximately two years, subject to certain performance restrictions.

A summary of the status of nonvested shares for the years ended December 31, 2015, 2014 and 2013, is presented below:


	Shares			Weighted Average Grant-Date Fair Value
Nonvested at January 1, 2013		753,079			22.35
Granted		377,379			22.77
Vested		(299,110	)		18.79
Canceled		(132,117	)		24.47

Nonvested at December 31, 2013		699,231			23.70
Granted		992,919			14.48
Vested		(400,429	)		20.18
Canceled		(169,311	)		25.57

Nonvested at December 31, 2014		1,122,410		$	16.52
Granted		1,278,329			4.87
Vested		(419,222	)		15.26
Canceled		(246,261	)		14.30

Nonvested at December 31, 2015		1,735,256		$	8.60

As of December 31, 2015, unrecognized compensation expense related to the nonvested shares amounted to $7.9 million, which will be recognized over a remaining service period of three years.

Subsequent Restricted Share Award

Subsequent to December 31, 2015, 1,100,543 cash settled shares, subject to certain performance conditions, and 550,272 shares, subject to three-year total shareholder return (“TSR”) conditions, assuming maximum TSR, were granted to our executive officers. The aggregate fair market value of the cash settled shares and TSR shares on the grant date was approximately $1 million and $0.3 million, respectively, to be expensed over a remaining service period of approximately 3.5 years.

Employee Benefit Plan

The Company has a defined contribution employee benefit plan covering substantially all of its employees. We make a matching contribution equal to 100% of each pre-tax dollar contributed by the participant on the first 3% of eligible compensation and 50% on the next 2% of eligible compensation. The Company made contributions to the plan of approximately $404,000, $310,000 and $279,000 during the years ended December 31, 2015, 2014 and 2013, respectively.