Orbitz 2013 Annual Report Download - page 79

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ORBITZ WORLDWIDE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
79
Restricted Stock Units
The table below summarizes activity regarding unvested restricted stock units under the Plan during the year ended
December 31, 2013:
Restricted
Stock Units
Weighted-
Average Grant
Date Fair Value
(per share)
Unvested at January 1, 2013 4,560,536 $ 3.04
Granted 2,709,840 $ 4.07
Vested (a) (1,617,536) $ 2.87
Forfeited (795,000) $ 2.67
Unvested at December 31, 2013 4,857,840 $ 3.73
(a) We issued 1,288,769 shares of common stock in connection with the vesting of restricted stock units during the
year ended December 31, 2013, which is net of the number of shares retained (but not issued) by us in satisfaction
of minimum tax withholding obligations associated with the vesting.
The fair value of restricted stock units that vested during the years ended December 31, 2013, 2012 and 2011 was $4.6
million, $4.4 million and $5.0 million, respectively. The weighted-average grant date fair value of restricted stock units granted
during the years ended December 31, 2013, 2012 and 2011 was $4.07, $3.31 and $2.66 per unit, respectively. The fair value of
restricted stock units on the date of grant is amortized on a straight-line basis over the requisite service period of four years.
Performance-Based Restricted Stock Units
The table below summarizes activity regarding unvested performance-based restricted stock units (“PSUs”) under the
Plan during the year ended December 31, 2013:
Performance-
Based
Restricted
Stock Units
Weighted-
Average Grant
Date Fair Value
(per share)
Unvested at January 1, 2013 2,062,250 $ 2.57
Granted (a) 1,833,750 $ 3.34
Vested (594,250) $ 2.70
Forfeited (212,500) $ 2.65
Unvested at December 31, 2013 3,089,250 $ 2.99
a. We granted 1,833,750 PSUs in February 2013 with a fair value per share of $3.34 to certain of our executive officers
that vest annually over a four-year period. The PSUs entitle the executives to receive one share of our common stock
for each PSU, subject to the satisfaction of a performance condition. The performance condition required that our
Company attain certain performance metrics for fiscal year 2013, which would allow participants to earn between
33% and 100% of the total PSU award based on a straight-line interpolation of the performance criteria.
In July 2013, 309,375 of the February 2013 PSUs were modified. The modification calls for the addition of a market
condition defined as the measurement of shareholder return of the Company compared to certain other companies in
the same industry classification and changes the vesting period from straight-line over 4 years to 75% vesting after 3
years from the original grant date and 25% vesting four years from the original grant date. The new market condition
allows 35% to 100% of the award to be paid based on satisfaction of the market condition. This modification did not
change the total amount of compensation cost to be recognized for these awards.
During 2013, the performance conditions of all PSUs granted in 2013 were satisfied at their maximum level, and as a
result, the fair value of the PSUs are being amortized on a graded basis over the requisite service period of each
vesting tranche.