Thrifty Car Rental 2011 Annual Report Download - page 78

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Performance share awards earned are settled based upon vesting of the grant, provided the
grantee is then employed by the Company. Following completion of the performance period, for
instances of retirement, involuntary termination without cause, disability or death, performance
share awards vest on a pro-rata basis in compliance with the Internal Revenue Code Section
409A. Any performance share award installments not earned at the end of the requisite service
period are forfeited. In March 2011, the 2008 grant of performance shares earned from
January 1, 2008 through December 31, 2010 totaling 73,000 shares, net of forfeitures, vested
at 200% of the target award (total of approximately 146,000 shares) with a total value to the
recipients of approximately $3.5 million. The Company withheld approximately 52,000 of these
shares for the payment of taxes owed by the recipients and designated the shares withheld as
treasury shares. In March 2010, 36,000 performance shares, net of forfeitures, from the 2007
grant earned from January 1, 2007 through December 31, 2009 and the 2008 grant of
performance shares for a retired employee vested with a total value to the recipients of
approximately $1.7 million. The Company withheld approximately 12,000 of these shares for
the payment of taxes owed by the recipients, and designated the shares withheld as treasury
shares. In March 2009, the 2006 grant of performance shares earned from January 1, 2006
through December 31, 2008 and the 2007 and 2008 grants of performance shares for
terminated employees, net of forfeitures, totaling 64,000 shares vested, were settled through
the issuance of common stock totaling approximately $2.5 million. No shares were used for net
settlement to offset taxes in 2009.
The following table presents the status of the Company’s nonvested performance shares for
the period indicated:
Wei
g
hted-Avera
g
e
Shares Grant-Date
Nonvested Shares
(
In Thousands
)
Fair Value
Nonvested at January 1, 2011 238 39.07$
Granted 140 69.58
Vested (73) 27.95
Forfeited (43) 35.02
Nonvested at December 31, 2011 262 59.11$
At December 31, 2011, the total compensation cost related to nonvested performance share
awards not yet recognized is estimated at approximately $11.0 million, depending upon the
Company’s performance against targets specified in the performance share agreement. This
estimated compensation cost is expected to be recognized over the weighted-average period of
2.2 years. The total intrinsic value of vested and issued performance shares during 2011, 2010
and 2009 was $7.6 million, $1.1 million and $0.1 million, respectively. As of December 31,
2011, the intrinsic value of the nonvested performance share awards was $18.4 million.
Restricted Stock Units – Under the LTIP, the Committee may grant restricted stock units to
key employees and non-employee directors. The grant-date fair value of the award is based on
the closing market price of the Company’s common shares on the date of grant. The total fair
value of restricted stock units that vested during 2011, 2010 and 2009 was $0.6 million, $0.6
million and $0.2 million, respectively.
In January 2011, non-employee directors were granted 9,330 shares with a grant-date fair
value of $48.24 per share that vested on December 31, 2011. In January 2010, non-employee
directors were granted 17,800 shares with a grant-date fair value of $25.28, which vested on
December 31, 2010. In January 2009, non-employee directors were granted 95,812 shares
with a grant-date fair value of $1.23 and 56,910 shares that had the right to receive cash
payments at the settlement date price, which vested on December 31, 2009. The weighted