Stock-based compensation | 4. Stock-Based Compensation On February 12, 2014, the shareholders of the Company approved the Beacon Roofing Supply, Inc. 2014 Stock Plan (the “2014 Plan”). The 2014 Plan provides for discretionary awards of stock options, stock, stock units and stock appreciation rights (“SARs”) for up to 5,100,000 3,425,716 In addition to the 2014 Plan, the Company also maintains the amended and restated Beacon Roofing Supply, Inc. 2004 Stock Plan (the “2004 Plan”). Upon shareholder approval of the 2014 Plan, the Company ceased issuing equity awards from the pre-existing 2004 Plan and all future equity awards will be issued from the 2014 Plan. The Company recognizes the cost of employee services rendered in exchange for awards of equity instruments based on the fair value of those awards at the date of the grant. Compensation expense for time-based equity awards is recognized, on a straight-line basis, net of forfeitures, over the requisite service period for the fair value of the awards that actually vest. Compensation expense for performance-based equity awards is recognized, net of forfeitures, by projecting the number of restricted units that are expected to vest based on the achievement of the underlying related performance measures. For all equity awards granted prior to October 1, 2014, in the event of a change in control of the Company, all awards are immediately vested. Beginning in fiscal 2015, equity awards contain a “double trigger” change in control mechanism. Unless an award is continued or assumed by a public company in an equitable manner, an award shall become fully vested immediately prior to a change in control (at 100 Stock options Non-qualified options generally expire 10 4.8 5.2 7.3 1.67 2015 Risk-free interest rate 1.83 % Expected volatility 31.69 % Expected life (in years) 5.58 Expected dividend yield 0.00 % Expected lives of the options granted are based primarily on historical activity, while expected volatilities are based on historical volatilities of the Company’s stock. Estimated forfeiture rates vary by grant and range up to 8.86 Weighted- Weighted- Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Shares Price Life Value (in years) (in millions) Outstanding at September 30, 2014 2,364,211 $ 22.98 Granted 482,479 $ 28.58 Exercised (257,838) $ 17.71 Canceled (73,587) $ 29.33 Outstanding at June 30, 2015 2,515,265 $ 24.43 6.5 $ 23.4 Vested or Expected to Vest at June 30, 2015 2,402,902 $ 24.16 6.4 $ 23.0 Exercisable at June 30, 2015 1,619,301 $ 20.72 5.2 $ 20.7 Restricted stock awards During the nine months ended June 30, 2015 and 2014, the Company recorded stock-based compensation expense related to restricted stock awards of $ 2.5 8.9 2 The total fair values of the restricted stock awards were determined based upon the number of shares or units and the closing prices of the Company’s common stock on the dates of the grants. The restricted stock awards granted to management are subject to continued employment, except under certain conditions, and will vest if the Company attains a targeted rate of return on invested capital at the end of a three-year period. The actual number of shares or units that will vest can range from 0 125 Weighted- Weighted- Average Average Remaining Aggregate Number of Grant Contractual Intrinsic Shares Price Life Value (in years) (in millions) Outstanding at September 30, 2014 482,076 $ 31.28 Granted 230,842 $ 27.97 Lapse of restrictions/conversions (67,953) $ 19.88 Canceled (79,859) $ 26.74 Outstanding at June 30, 2015 565,106 $ 32.52 2.6 $ 17.0 Vested or Expected to Vest at June 30, 2015 339,735 $ 32.12 3.4 $ 11.3 |