Wells Fargo 2015 Annual Report Download - page 245

Director Awards
Beginning in 2011, we granted only common stock awards under
the LTICP to non-employee directors elected or re-elected at the
annual meeting of stockholders and prorated awards to directors
who join the Board at any other time. Stock awards vest
immediately. Options also were granted to directors prior to
2011 and can be exercised after 12 months through the tenth
anniversary of the grant date. Options granted prior to 2005 may
include the right to acquire a “reload” stock option. Reload
grants are fully vested upon grant and are expensed
immediately. The last reload options were granted in 2013. As of
December 31, 2015, none of the options outstanding included a
reload feature.
Restricted Share Rights
A summary of the status of our RSRs and restricted share awards
at December 31, 2015, and changes during 2015 is presented in
Table 19.3.
Table 19.3: Restricted Share Rights
Number
Weighted-
average
grant-date
fair value
Nonvested at January 1, 2015
Granted
Vested
Canceled or forfeited
53,572,149
13,363,597
(25,712,018)
(588,936)
$ 36.46
55.34
37.39
41.98
Nonvested at December 31, 2015 40,634,792 42.00
The weighted-average grant date fair value of RSRs granted
during 2014 and 2013 was $36.46 and $35.52, respectively.
At December 31, 2015, there was $686 million of total
unrecognized compensation cost related to nonvested RSRs. The
cost is expected to be recognized over a weighted-average period
of 2.5 years. The total fair value of RSRs that vested during 2015,
2014 and 2013 was $1.4 billion, $1.0 billion and $472 million,
respectively.
Performance Share Awards
Holders of PSAs are entitled to the related shares of common
stock at no cost subject to the Company's achievement of
specified performance criteria over a three-year period. PSAs are
granted at a target number; based on the Company's
performance, the number of awards that vest can be adjusted
downward to zero and upward to a maximum of either 125% or
150% of target. The awards vest in the quarter after the end of
the performance period. For PSAs whose performance period
ended December 31, 2015, the determination of the number of
performance shares that will vest will occur in first quarter of
2016 after review of the Company’s performance by the Human
Resources Committee of the Board of Directors. Beginning in
2013, PSAs granted include discretionary performance-based
vesting conditions and are subject to variable accounting. For
these awards, the associated compensation expense fluctuates
with changes in our stock price and the estimated outcome of
meeting the performance conditions. The total expense that will
be recognized on these awards cannot be finalized until the
determination of the awards that will vest.
A summary of the status of our PSAs at December 31, 2015,
and changes during 2015 is in Table 19.4, based on the
performance adjustments recognized as of December 2015.
Table 19.4: Performance Share Awards
Number
Weighted-
average
grant-date
fair value (1)
Nonvested at January 1, 2015 9,294,768 $ 36.87
Granted 3,530,859 45.52
Vested (5,399,517) 37.75
Nonvested at December 31, 2015 7,426,110 40.34
(1) Reflects approval date fair value for grants subject to variable accounting.
The weighted-average grant date fair value of performance
awards granted during 2014 and 2013 was $36.87 and $33.56,
respectively.
At December 31, 2015, there was $34 million of total
unrecognized compensation cost related to nonvested
performance awards. The cost is expected to be recognized over
a weighted-average period of 1.7 years. The total fair value of
PSAs that vested during 2015, 2014 and 2013 was $299 million,
$262 million, and $168 million, respectively.
Wells Fargo & Company
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