Stock-Based Compensation | Stock-Based Compensation (a) Long-Term Incentive Award Plans The Company grants stock options and restricted stock units to HMS employees and non-employee directors of the Company under the HMS Holdings Corp. 2019 Omnibus Incentive Plan (the “2019 Omnibus Plan”), as approved by the Company’s shareholders on May 22, 2019. The 2019 Omnibus Plan replaces and supersedes the HMS Holdings Corp. 2016 Omnibus Incentive Plan. Awards granted under the 2019 Omnibus Plan generally vest over one to four years. Subject to certain exceptions, the exercise price of stock options granted under the 2019 Omnibus Plan may not be less than the fair market value of a share of stock on the grant date, which is determined based on the closing price of the Company’s common stock reported on the Nasdaq Global Select Market on that date, and the term of a stock option may not exceed ten years. (b) Stock-Based Compensation Expense Total stock-based compensation expense in the Company’s unaudited Consolidated Statements of Income related to the Company’s long-term incentive award plans was as follows (in thousands): Three Months Ended Six Months Ended 2019 2018 2019 2018 Cost of services-compensation $ 2,720 $ 1,673 $ 6,843 $ 4,236 Selling, general and administrative 2,082 3,041 8,938 9,972 Total $ 4,802 $ 4,714 $ 15,781 $ 14,208 (c) Stock Options For the three months ended June 30, 2019 and 2018 , stock-based compensation expense related to stock options was approximately $2.0 million and $2.1 million , respectively. For the six months ended June 30, 2019 and 2018 , stock-based compensation expense related to stock options was approximately $6.8 million and $6.1 million, respectively. Presented below is a summary of stock option activity for the six months ended June 30, 2019 ( in thousands, except for weighted average exercise price and weighted average remaining contractual terms ): Number of Options Weighted Average Exercise Price Weighted Average- Remaining Contractual Terms Aggregate Intrinsic Value Outstanding balance at December 31, 2018 4,402 $ 17.07 Granted 622 38.72 Exercised (1,686 ) 16.01 Forfeitures (140 ) 19.31 Expired — — Outstanding balance at June 30, 2019 3,198 $ 21.79 6.86 $ 37,514 Expected to vest at June 30, 2019 1,045 $ 28.12 8.98 $ 7,507 Exercisable at June 30, 2019 1,728 $ 16.91 5.13 $ 26,745 During the three months ended June 30, 2019 and 2018 , the Company received proceeds of $3.9 million and $2.2 million , respectively, for the issuance of 242,723 and 87,230 shares of common stock upon the exercise of outstanding stock options, respectively. The total intrinsic value of stock options exercised during the three months ended June 30, 2019 and 2018 was $3.7 million and $0.8 million , respectively. During the six months ended June 30, 2019 and 2018 , the Company received proceeds of $27.0 million and $2.4 million , respectively, for the issuance of 1,686,408 and 151,034 shares of common stock upon the exercise of outstanding stock options, respectively. The total intrinsic value of stock options exercised during the six months ended June 30, 2019 and 2018 was $29.4 million and $0.8 million , respectively. As of June 30, 2019 , there was approximately $6.4 million of total unrecognized compensation cost related to stock options outstanding, which is expected to be recognized over a weighted average period of 1.3 years . The weighted-average grant date fair value per share of the stock options granted during the six months ended June 30, 2019 and 2018 was $13.82 and $7.52 , respectively. HMS estimated the fair value of each stock option grant on the date of grant using a Black-Scholes option pricing model and weighted–average assumptions set forth in the following table: Six Months Ended 2019 2018 Expected dividend yield 0 % 0 % Risk-free interest rate 2.5 % 2.7 % Expected volatility 40.9 % 42.4 % Expected life (years) 6.35 6.00 The total tax benefits recognized on stock-based compensation related to stock options for the six months ended June 30, 2019 and 2018 was $12.4 million and $2.5 million , respectively. (d) Restricted Stock Units For the three months ended June 30, 2019 and 2018 , stock-based compensation expense related to restricted stock units was approximately $2.8 million and $2.6 million , respectively. For the six months ended June 30, 2019 and 2018 , stock-based compensation expense related to restricted stock units was approximately $8.9 million and $8.1 million , respectively. Presented below is a summary of restricted stock units activity for the six months ended June 30, 2019 (in thousands, except for weighted average grant date fair value per unit): Number of Units Weighted Average Grant Date Fair Value per Unit Outstanding balance at December 31, 2018 1,488 $ 17.60 Granted 460 34.10 Vesting of restricted stock units, net of units withheld for taxes (403 ) 16.49 Units withheld for taxes (200 ) 16.49 Forfeitures (82 ) 18.92 Outstanding balance at June 30, 2019 1,263 $ 25.74 For the three months ended June 30, 2019 and 2018 , HMS granted 51,546 and 62,259 restricted stock units, respectively, with an aggregate fair market value of $1.6 million and $0.9 million, respectively. For the six months ended June 30, 2019 and 2018 , HMS granted 459,985 and 761,083 restricted stock units, respectively, with an aggregate fair market value of $15.7 million and $12.7 million, respectively. As of June 30, 2019 , 1,003,051 restricted stock units remained unvested and there was approximately $14.3 million of unrecognized compensation cost related to restricted stock units, which is expected to be recognized over a weighted average vesting period of 1.38 years. |