Dow Chemical 2014 Annual Report Download - page 146

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Stock Incentive Plan
The Company has historically granted equity awards under various plans (the "Prior Plans"). On February 9, 2012, the Board of
Directors authorized The Dow Chemical Company 2012 Stock Incentive Plan (the "2012 Plan"), which was approved by
stockholders at the Company's annual meeting on May 10, 2012 ("Original Effective Date") and became effective on that date.
On February 13, 2014, the Board of Directors adopted The Dow Chemical Company Amended and Restated 2012 Stock
Incentive Plan (the "2012 Restated Plan"). The 2012 Restated Plan was approved by stockholders at the Company's annual
meeting on May 15, 2014 and became effective on that date. The Prior Plans were superseded by the 2012 Plan and the 2012
Restated Plan (collectively, the "2012 Plan"). Under the 2012 Plan, the Company may grant options, deferred stock,
performance deferred stock, restricted stock, stock appreciation rights and stock units to employees and non-employee directors
until the tenth anniversary of the Original Effective Date, subject to an aggregate limit and annual individual limits. The terms
of the grants are fixed at the grant date. At December 31, 2014, there were 62,725,432 shares available for grant under the 2012
Plan.
Stock Options
The Company grants stock options to certain employees, subject to certain annual and individual limits, with terms of the
grants fixed at the grant date. The exercise price of each stock option equals the market price of the Company’s stock on the
grant date. Options vest from one to three years, and have a maximum term of 10 years. The following table summarizes stock
option activity for 2014:
Stock Options 2014
Shares in thousands Shares
Exercise
Price (1)
Outstanding at January 1, 2014 76,298 $ 35.93
Granted 3,152 $ 46.71
Exercised (23,951) $ 36.60
Forfeited/Expired (1,852) $ 41.96
Outstanding at December 31, 2014 53,647 $ 36.05
Remaining contractual life in years 5.51
Aggregate intrinsic value in millions $ 544
Exercisable at December 31, 2014 35,330 $ 36.57
Remaining contractual life in years 4.28
Aggregate intrinsic value in millions $ 348
(1) Weighted-average per share.
Additional Information about Stock Options
In millions, except per share amounts 2014 2013 2012
Weighted-average fair value per share of options granted $ 11.49 $ 6.99 $ 9.38
Total compensation expense for stock option plans $ 65 $ 101 $ 106
Related tax benefit $ 24 $ 37 $ 39
Total amount of cash received from the exercise of options $ 810 $ 188 $ 137
Total intrinsic value of options exercised (1) $ 300 $ 102 $ 64
Related tax benefit $ 111 $ 38 $ 24
(1) Difference between the market price at exercise and the price paid by the employee to exercise the options.
Total unrecognized compensation cost related to unvested stock option awards of $40 million at December 31, 2014 is expected
to be recognized over a weighted-average period of 0.68 years.