Annual report pursuant to Section 13 and 15(d)

Stock Based Compensation

v2.4.0.8
Stock Based Compensation
 12 Months Ended
Dec. 31, 2013
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
STOCK BASED COMPENSATION
NOTE 8 — STOCK BASED AND DEFERRED COMPENSATION
We have a stock compensation plan, the Meritage Stock Option Plan (the “Plan”), that was adopted in 2006, which superceded a prior stock compensation plan and which has been amended from time to time. The Plan was approved by our stockholders and is administered by our Board of Directors. The provisions of the Plan allow for the grant of stock appreciation rights, restricted stock awards, performance share awards and performance-based awards in addition to non-qualified and incentive stock options. The Plan authorizes awards to officers, key employees, non-employee directors and consultants for up to 8,950,000 shares of common stock, of which 965,404 shares remain available for grant at December 31, 2013. We believe that such awards provide a means of performance-based compensation to attract and retain qualified employees and better align the interests of our employees with those of our stockholders. Non-vested stock awards and stock options are usually granted with either a three-year or five-year ratable vesting period, with a three-year cliff vesting for performance-based awards.
We have not granted any stock options since 2009. A summary of remaining stock option activity from stock options granted prior to 2010 is provided below.

Summary of Stock Option Activity:
 
 
Year Ended December 31, 2013
 
 
Options
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Life
 
Aggregate
Intrinsic
Value
 
 
 
 
 
 
 
 
(In thousands)
Options outstanding at beginning of year
 
609,585

 
$
27.44

 
 
 
 
Granted
 
—

 
N/A

 
 
 
 
Exercised
 
(347,370
)
 
$
33.40

 
 
 
 
Cancelled
 
(3,400
)
 
$
14.00

 
 
 
 
Outstanding at end of year
 
258,815

 
$
19.63

 
1.35
 
$
7,340

Vested and expected to vest at end of year
 
258,815

 
$
19.63

 
1.35
 
$
7,340

Exercisable at end of year
 
225,415

 
$
20.36

 
1.22
 
$
6,229

Price range of options exercised
 
$8.06-$44.44
 
 
 
 
Price range of options outstanding
 
$11.48-$42.82
 
 
 
 
Total shares reserved for existing or future grants at end of year
 
2,283,114

 
 
 
 
 
 
 
 
 
Years Ended December 31,
 
 
2012
 
2011
 
 
Options
 
Weighted
Average
Exercise
Price
 
Options
 
Weighted
Average
Exercise
Price
Options outstanding at beginning of year:
 
897,767

 
$
23.56

 
1,332,767

 
$
23.80

Granted
 
—

 
N/A

 
—

 
N/A

Exercised
 
(282,082
)
 
$
15.12

 
(171,800
)
 
$
15.21

Cancelled
 
(6,100
)
 
$
25.73

 
(263,200
)
 
$
30.24

Outstanding at end of year
 
609,585

 
$
27.44

 
897,767

 
$
23.56

Exercisable at end of year
 
471,760

 
$
30.93

 
550,359

 
$
26.29

Price range of options exercised
 
$ 8.06 - $34.30

 
 
 
$ 8.06 - $21.10

 
 
Price range of options outstanding
 
$ 8.06 - $44.44

 
 
 
$ 8.06 - $44.44

 
 

Stock options Outstanding at December 31, 2013:
 
 
 
Stock Options Outstanding
 
Stock Options Exercisable
Range of Exercise Prices
 
Number
Outstanding
 
Weighted
Average
Contractual
Life
 
Weighted
Average
Exercise Price
 
Number
Exercisable
 
Weighted
Average
Exercise Price
$11.48 - $14.00
 
59,453

 
1.73
 
$
13.80

 
29,953

 
$
13.75

$15.98 - $19.80
 
35,142

 
0.99
 
$
16.06

 
34,542

 
$
16.02

$19.90 - $19.90
 
139,840

 
1.38
 
$
19.90

 
139,840

 
$
19.90

$22.11 - $22.11
 
6,300

 
2.61
 
$
22.11

 
3,000

 
$
22.11

$42.82 - $42.82
 
18,080

 
0.08
 
$
42.82

 
18,080

 
$
42.82

 
 
258,815

 
 
 
 
 
225,415

 
 

The total intrinsic value of option exercises for the years ended December 31, 2013, 2012 and 2011 was $4.8 million, $5.4 million and $1.4 million, respectively. The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the stock option.
Summary of Nonvested (Restricted) Shares Activity:

In addition to the stock options discussed above, we grant time-based and performance-based restricted shares. Performance-based restricted shares are only granted to our senior executive management group. All performance shares only vest upon the attainment of certain financial and operational criteria as established and approved by our Board of Directors.
 
 
 

Nonvested
Restricted Share
Activity
(time-based)
 

Weighted
Average
Grant Date
Fair Value
 

Nonvested
Restricted
Share Activity
(performance-
Based)
 

Weighted
Average
Grant Date
Fair Value
Outstanding at January 1, 2011
 
465,251

 
$
19.01

 
202,500

 
$
16.91

Granted
 
357,000

 
$
25.57

 
56,250

 
$
25.65

Vested (Earned/Released)
 
(141,335
)
 
$
17.76

 
(33,750
)
 
$
14.27

Forfeited (1)
 
(31,400
)
 
$
23.23

 
(33,750
)
 
14.27

Outstanding as of December 31, 2011
 
649,516

 
$
22.68

 
191,250

 
$
20.41

Granted
 
386,500

 
$
27.21

 
56,250

 
$
20.72

Vested (Earned/Released)
 
(166,566
)
 
$
18.92

 
(33,750
)
 
$
14.27

Forfeited (1)
 
(43,800
)
 
$
25.10

 
(33,750
)
 
$
14.27

Outstanding at December 31, 2012
 
825,650

 
$
25.43

 
180,000

 
$
22.81

Granted
 
355,795

 
$
42.78

 
62,500

 
$
42.56

Vested (Earned/Released)
 
(215,850
)
 
$
41.72

 
(67,500
)
 
$
41.97

Forfeited (1)
 
(81,700
)
 
$
31.27

 
—

 
N/A

Outstanding at December 31, 2013
 
883,895

 
$
32.22

 
175,000

 
$
30.10

 
(1)
Forfeitures on time-based nonvested shares are a result of terminations of employment, while forfeitures on performance-based nonvested shares are a result of failing to attain certain goals as outlined in our executive management group's compensation agreements.
    
Compensation cost related to time-based restricted stock awards is measured as of the closing price on the date
of grant and is expensed on a straight-line basis over the vesting period of the award. Compensation cost related to
performance-based restricted stock awards is also measured as of the closing price on the date of grant but is expensed in
accordance with ASC 718-10-25-20, Compensation – Stock Compensation, which requires an assessment of probability of
attainment of the performance target. As our performance targets are annual in nature, once we determine that the performance
target outcome is probable, the year-to-date expense is recorded and the remaining expense is recorded on a straight-line basis
through the end of the award’s vesting period. Below is a summary of compensation expense and stock award activity (in thousands):
 
 
 
Years Ended December 31,
 
 
2013
 
2012
 
2011
Stock-based compensation expense
 
$
9,483

 
$
8,319

 
$
7,410

Cash received by Company from exercises
 
$
11,601

 
$
4,267

 
$
2,613


The following table includes additional information regarding our Plan (dollars in thousands):
 
 
As of
 
 
December 31, 2013
 
December 31, 2012
Unrecognized stock-based compensation cost
 
$
17,385

 
$
13,072

Weighted average years remaining vesting period
 
2.18

 
2.17

Total equity awards outstanding (1)
 
1,318

 
1,615


(1)     Includes vested and unvested options outstanding and unvested restricted stock awards.
In 2013, we began to offer a non-qualified deferred compensation plan ("deferred compensation plan") to highly compensated employees in order to allow them additional pre-tax income deferrals above and beyond the limited caps that qualified plans, such as 401k plans, impose on highly compensated employees. We do not currently offer a contribution match on the deferred compensation plan. All contributions to the plan to date have been funded by the employees and, therefore, we have no associated expense related to the deferred compensation plan for the years ended December 31, 2013, 2012 and 2011.