Employee Benefit Plans | 19. Employee Benefit Plans Pension and Postretirement Benefit Plans The Company sponsors both funded and unfunded defined benefit pension plans. These plans provide benefits based on various criteria, including, but not limited to, years of service and salary. The Company also sponsors an unfunded postretirement benefit plan in the United States that provides health and prescription drug benefits to retirees who meet the eligibility requirements. The information presented herein includes the United States and Non-United States pension and postretirement benefit plans assumed in the merger with IMS Health on October 3, 2016. The Company uses a December 31 measurement date for all pension and postretirement benefit plans. The following table summarizes changes in the benefit obligation, the plan assets and the funded status of the pension benefit plans (in millions): Pension Benefits United States Plans Non-United States Plans December 31 2016 2016 2015 Obligation and funded status: Change in benefit obligation Projected benefit obligation at beginning of year $ — $ 154 $ 147 Service costs 4 18 15 Interest cost 3 5 3 Expected return on plan assets — — (3 ) Actuarial gains (30 ) (8 ) (2 ) Business combinations 333 377 2 Benefits paid (2 ) (9 ) (6 ) Foreign currency fluctuations and other — (29 ) (2 ) Projected benefit obligation at end of year 308 508 154 Change in plan assets Fair value of plan assets at beginning of year — 87 88 Actual return on plan assets 5 4 1 Contributions 1 9 6 Business combinations 308 284 2 Benefits paid (2 ) (9 ) (6 ) Foreign currency fluctuations and other — (27 ) (4 ) Fair value of plan assets at end of year 312 348 87 Funded status $ 4 $ (160 ) $ (67 ) The following table summarizes the amounts recognized in the consolidated balance sheets related to the pension benefit plans (in millions): Pension Benefits United States Plans Non-United States Plans December 31 2016 2016 2015 Deposits and other assets $ 45 $ 13 $ 19 Accrued expenses 1 9 5 Other long-term liabilities 40 164 81 AOCI 29 (8 ) (14 ) The following table summarizes the accumulated benefit obligation for all pension benefit plans (in millions): Pension Benefits United States Plans Non-United States Plans December 31 2016 2016 2015 Accumulated benefit obligation $ 303 $ 469 $ 139 The Company recorded $4 million of benefit obligation for other postretirement benefits in connection with the Merger. At December 31, 2016, the liability remained $4 million, with $1 million recorded in accrued expenses and $3 million included with other long-term liabilities. The following table provides the information for pension plans with an accumulated benefit obligation in excess of plan assets and projected benefit obligations in excess of plan assets (in millions): Pension Benefits United States Plans Non-United States Plans December 31 2016 2016 2015 Plans with accumulated benefit obligation in excess of plan assets: Accumulated benefit obligation $ 43 $ 409 $ 83 Fair value of plan assets 2 271 8 Plans with projected benefit obligation in excess of plan assets: Projected benefit obligation 44 444 95 Fair value of plan assets 2 271 8 The components of net periodic benefit cost changes in plan assets and benefit obligations recognized in other comprehensive loss were as follows (in millions): Pension Benefits United States Plans Non-United States Plans Year Ended December 31, 2016 2016 2015 2014 Service cost $ 4 $ 18 $ 15 $ 13 Interest cost 3 5 3 4 Expected return on plan assets (6 ) (6 ) (3 ) (4 ) Amortization of actuarial losses — 1 1 — Amortization of prior service costs — — — — Net periodic benefit cost 1 18 16 13 Other changes in plan assets and benefit obligations recognized in other comprehensive loss: Actuarial loss (gain) – current years (29 ) (5 ) — — Prior service (cost) credit – current years — 0 — — Amortization of actuarial losses — (1 ) (1 ) — Amortization of prior service costs — — — — Total recognized in other comprehensive loss (29 ) (6 ) (1 ) — Total recognized in net periodic benefit cost and other comprehensive loss $ (28 ) $ 12 $ 15 $ 13 The components of other changes in plan assets and benefit obligations recognized in other comprehensive loss related to the other postretirement benefits plan are de minimis. In addition, the amounts in AOCI that are expected to be recognized as components of net periodic benefit cost (credit) during 2017 for pension and other postretirement benefit plans are de minimis. Assumptions The weighted average assumptions used to determine net periodic benefit cost were as follows for the years ended December 31: Pension Benefits Other United States Plans Non-United States Plans 2016 2016 2015 2014 2016 Discount rate 3.62 % 1.88 % 2.46 % 3.01 % 2.40 % Rate of compensation increases 3.00 % 5.27 % 4.32 % 4.36 % — Expected return on plan assets 7.94 % 4.26 % 4.05 % 5.21 % — The weighted average assumptions used to determine benefit obligations were as follows at December 31: Pension Benefits Other United States Plans Non-United States Plans 2016 2016 2015 2016 Discount rate 4.17 % 1.68 % 2.50 % 2.90 % Rate of compensation increases 3.00 % 5.17 % 4.37 % — The discount rate represents the interest rate used to determine the present value of the future cash flows currently expected to be required to settle the Company’s defined benefit plan obligations. The discount rates are derived using weighted average yield curves on AA-rated corporate bonds. The cash flows from the Company’s expected benefit obligation payments are then matched to the yield curve to derive the discount rates. At December 31, 2016, the discount rate ranged from 2.90% to 4.23% for our United States pension plan and postretirement benefit plan. The discount rate for our United Kingdom pension plans decreased to 2.35% to 2.60% at December 31, 2016 from 3.80% at December 31, 2015. The United States and United Kingdom plans represent approximately 76% of the consolidated benefit obligation as of December 31, 2016. The discount rates in other non-U.S. countries ranged from 0.30% to 11.60% at December 31, 2016, compared to 0.75% to 10.80% at December 31, 2015. The Company’s assumption for the expected return on plan assets was determined by the weighted average of the long-term expected rate of return on each of the asset classes invested as of the balance sheet date. For plan assets invested in government bonds, the expected return was based on the yields on the relevant indices as of the balance sheet date. There is considerable uncertainty for the expected return on plan assets invested in equity and diversified growth funds. The expected rate of return on plan assets for the United States pension plans was 8.0% at January 1, 2017. Outside the United States, the range of applicable expected rates of return was 0.8% to 9.0% as of January 1, 2017, compared to 4.2% to 9.0% as of January 1, 2016. The expected return on assets (“EROA”) was $13 million and $4 million and the actual return on assets was $10 million and $1 million for the years ended December 31, 2016 and 2015, respectively. Under the Company’s United States qualified retirement plan, participants have a notional retirement account that increases with pay and investment credits. The rate used to determine the investment credit (cash balance crediting rate) varies monthly and is equal to 1/12th of the yield on 30-year U.S. Government Treasury Bonds, with a minimum of 0.25%. At retirement, the account is converted to a monthly retirement benefit. At December 31, 2016, the Company’s health care cost trend rate for the next seven years was assumed to be 7.0% and the assumed ultimate cost trend rate was 5%. The Company assumed that ultimate cost trend rate is reached in 2021. Assumed health care cost trend rates could have a significant effect on the amounts reported for the health care plans. A one-percentage-point change in assumed health care cost trend rates at December 31, 2016 would have a de minimis effect on the total of service and interest cost and on the accumulated postretirement benefit obligation. Plan Assets The Company’s pension plan weighted average asset allocations, by asset category, were as follows: Plan Assets at December 31, United States Plans Non-United States Plans Total Asset Category 2016 2016 2015 2016 2015 Equity securities 70.09 % 46.09 % 25.22 % 57.43 % 25.22 % Debt securities 24.94 14.42 56.64 19.39 56.64 Real estate 4.97 — — 2.35 — Other — 39.49 18.14 20.83 18.14 Total 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % The target asset allocation for the Company’s pension plans were as follows Asset Category United States Non-United Total Equity securities 60-80 % 35-50 % 45-65 % Debt securities 20-30 % 10-20 % 10-30 % Real estate 0-10 % — % 0-5 % Other — % 30-45 % 10-30 % The following table summarizes United States plan assets measured at fair value (in millions): December 31, 2016 December 31, 2015 Asset Category Level 1 Level 2 Total Level 1 Level 2 Total Domestic equities $ 32 $ — $ 32 $ — $ — $ — International equities 20 — 20 — — — Corporate bonds 46 — 46 — — — Real estate 15 — 15 — — — Total assets in the fair value heirarchy 113 — 113 — — — Common/collective trusts measured at net asset value (“NAV”) (1) — — 199 — — — Total $ 113 $ — $ 312 $ — $ — $ — The following table summarizes non-United States plan assets measured at fair value (in millions): December 31, 2016 December 31, 2015 Asset Category Level 1 Level 2 Total Level 1 Level 2 Total International equities $ — $ 57 $ 57 $ — $ 22 $ 22 Debt issued by national, state or local government 2 48 50 — 49 49 Diversified growth fund — 14 14 — 15 15 Investments funds — 7 7 — — — Insurance contracts — 133 133 — — — Other — 6 6 — 1 1 Total assets in the fair value heirarchy 2 265 267 — 87 87 Assets measured at NAV (1) — — 81 — — — Total $ 2 $ 265 $ 348 $ — $ 87 $ 87 (1) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in the above plan asset tables are intended to permit reconciliation of the fair value of plan assets in the fair value hierarchy to the plan asset amounts presented in the above funded status table as of December 31, 2016 and 2015. Investments in mutual funds are valued at quoted market prices. Investments in common/collective trusts and pooled funds are valued at the NAV as reported by the trust. The NAV is based on the fair value of the underlying investments held by the fund less its liabilities. Insurance contracts are valued at the amount of the benefit liability. The Company has no Level 3 assets that rely on unobservable inputs to measure fair value. Investment Policies and Strategies The Company invests primarily in a diversified portfolio of equity and debt securities that provide for long-term growth within reasonable and prudent levels of risk. The asset allocation targets established by the Company are strategic and applicable to the plan’s long-term investing horizon. The portfolio is constructed and maintained to provide adequate liquidity to meet associated liabilities and minimize long-term expense and provide prudent diversification among asset classes in accordance with the principles of modern portfolio theory. The plan employs a diversified mix of actively managed investments around a core of passively managed index exposures in each asset class. Within each asset class, rapid market shifts, changes in economic conditions or an individual fund manager’s outlook may cause the asset allocation to fall outside the prescribed targets. The majority of the Company’s plan assets are measured quarterly against benchmarks established by the Company’s investment advisors and the Company’s Asset Management Committee, who reviews actual plan performance and has the authority to recommend changes as deemed appropriate. Assets are rebalanced periodically to their strategic targets to maintain the plan’s strategic risk/reward characteristics. The Company periodically conducts asset liability modeling studies to ensure that the investment strategy is aligned with the obligations of the plans and that the assets will generate income and capital growth to meet the cost of current and future benefits that the plans provide. The pension plans do not have investments in Company stock at December 31, 2016 or 2015. The portfolio for the Company’s United Kingdom pension plans seek to invest in a range of suitable assets of appropriate liquidity which will generate in the most effective manner possible, income and capital growth to ensure that there are sufficient assets to meet benefit payments when they fall due, while controlling the long-term costs of the plans and avoiding short-term volatility of investment returns. The plans seek to achieve these objectives by investing in a mixture of real (equities) and monetary (fixed interest) assets. It recognizes that the returns on real assets, while expected to be greater over the long-term than those on monetary assets, are likely to be more volatile. A mixture across asset classes should nevertheless provide the level of returns required by the plans. The trustee periodically conducts asset liability modeling exercises to ensure the investments are aligned with the appropriate benchmark to better reflect the plans’ liabilities. The trustee also undertakes to review this benchmark on a regular basis. Cash Flows Contributions The Company expects to contribute approximately $23 million in required contributions to its pension and postretirement benefit plans during fiscal 2017. The Company may make additional contributions into its pension plans in fiscal 2017 depending on, among other factors, how the funded status of those plans changes and in order to meet minimum funding requirements as set forth in employee benefit and tax laws, plus additional amounts the Company may deem to be appropriate. Estimated future benefit payments and subsidy receipts The following benefit payments (net of expected participant contributions) for pension benefits are expected to be paid as follows (in millions): Pension Benefits 2017 $ 29 2018 31 2019 34 2020 38 2021 42 Years 2022 through 2026 210 $ 384 Benefit payments (net of expected participant contributions) for other postretirement benefits are expected to be de minimis over the periods presented. Defined Contribution Plans Defined contribution or profit sharing style plans are offered in Australia, Austria, Belgium, Bulgaria, Canada, the Czech Republic, Denmark, Finland, France, Germany, Greece, Hong Kong, Hungary, India, Ireland, Israel, Japan, Malaysia, the Netherlands, New Zealand, Poland, Slovakia, South Africa, Sweden, Switzerland, Taiwan, Thailand, the United States and the United Kingdom. In some cases these plans are required by local laws or regulations. In the United States, the Company has 401(k) plans under which the Company matches employee deferrals at varying percentages and specified limits of the employee’s salary. In 2016, 2015 and 2014, the Company expensed $39 million, $36 million and $31 million, respectively, related to matching contributions. Certain key executives of the Company participate in an unfunded defined contribution executive retirement plan, assumed in the Merger, which was frozen to additional accruals for future service contributions in 2012. Participants continue to receive an annual investment credit based on the average of the annual yields at the end of each month on the AA-AAA rated 10 plus year maturity component of the Merrill Lynch United States Corporate Bond Master Index. Other Plans Plans accounted for as deferred compensation contracts The Company provides certain executives with supplemental pension benefits in accordance with their individual employment arrangements. The above tables do not include the Company’s expense or obligation associate with providing these benefits. The obligation related to these benefits was approximately $1 million for the year ended December 31, 2016, and the Company’s expense for the year then ended was de minimis. Plans accounted for as postretirement benefits The Company provides certain executives with postretirement medical, dental and life insurance benefits. These benefits are individually negotiated arrangements in accordance with their individual employment arrangements. The above tables do not include the Company’s expense or obligation associate with providing these benefits. The obligation related to these benefits was approximately $12 million for the year ended December 31, 2016, and the Company’s expense for the year then ended was de minimis. Stock Incentive Plans Stock incentive plans provide incentives to eligible employees, officers and directors in the form of non-qualified stock options, incentive stock options, stock appreciation rights (“SARs”), restricted stock awards (“RSAs”), restricted stock units (“RSUs”), performance shares, performance units, covered annual incentive awards, cash-based awards and other stock-based awards, in each case subject to the terms of the stock incentive plans. In addition, the Company assumed the equity incentive plans formerly related to IMS Health, the Quintiles IMS Holdings, Inc. 2014 Incentive and Stock Award Plan (the “2014 Equity Plan”) and the Quintiles IMS Holdings, Inc. 2010 Equity Plan (the “2010 Equity Plan”). The 2014 Equity Plan provides for the grant of stock options, SARs, restricted and deferred stock (including RSUs), dividend equivalents, other stock-based awards and performance awards. The 2010 Equity Plan expired on April 4, 2014 and no new awards were granted under the 2010 Equity Plan. As provided for in the Merger agreement, (i) each option to purchase IMS Health common stock outstanding immediately prior to the effective time of the Merger was converted into an option to acquire shares of the Company’s common stock, on substantially the same terms and conditions, adjusted by the 0.384 exchange ratio; and (ii) each stock-settled stock appreciation right of IMS Health outstanding immediately prior to the effective time of the Merger was converted into a stock-settled stock appreciation right corresponding to shares of Company common stock, on substantially the same terms and conditions, adjusted by the 0.384 exchange ratio. The fair value of those options and stock-settled stock appreciation rights was measured using the Black-Scholes model with the following assumptions: risk-free rate (0.87% – 1.49%); expected life (2.6 years – 7.6 years); dividend yield of zero; expected volatility (26% – 31%). Similarly, each IMS Health stock option, performance unit (assuming 100% of performance target), restricted stock award and restricted stock unit outstanding immediately prior to the effective time of the Merger was converted into a similar Company award, as appropriate, on substantially the same terms and conditions, at the 0.384 exchange ratio. The fair value of these awards was allocated to purchase price and unearned compensation, based on the past and future service conditions. The assumed awards related to the Merger have been identified as applicable, in the tables that follow. The Company recognized stock-based compensation expense of $80 million, $38 million and $30 million in 2016, 2015 and 2014, respectively. Stock-based compensation expense is included in selling, general and administrative expenses on the accompanying consolidated statements of income. The associated future income tax benefit recognized was $24 million, $9 million and $8 million in 2016, 2015 and 2014, respectively. As of December 31, 2016, there was approximately $117 million of total unrecognized stock-based compensation expense related to outstanding non-vested stock-based compensation arrangements, which the Company expects to recognize over a weighted average period of 1.3 years. As of December 31, 2016, there were 15.2 million shares available for future grants under all of the Company’s stock incentive plans. The Company used the following assumptions when estimating the value of the stock-based compensation for stock options and SARs issued as follows: Year Ended December 31, 2016 2015 2014 Expected volatility 20 – 30% 26 – 41% 26 – 43% Weighted average expected volatility 28% 34% 36% Expected dividends 0.0% 0.0% 0.0% Expected term (in years) 0.3 – 6.6 3.7 – 6.7 1.5 – 6.7 Risk-free interest rate 0.32 – 2.19% 1.06 – 2.04% 0.28 – 2.21% Stock Options The option price is determined by the Board at the date of grant and the options expire 10 years from the date of grant. The vesting schedule for options granted to employees is either (i) 20% per year beginning on the first anniversary of the date of grant; (ii) 25% per year beginning on the first anniversary of the date of grant; or (iii) 33% on the third anniversary of the date of grant and 67% on the fourth anniversary of the date of grant. Options granted to our non-employee directors vest either (i) 100% on the first anniversary of the date of grant; or (ii) 34% on the anniversary of the date of grant and 33% on the second and third anniversaries of the date of grant. The Company’s stock option activity in 2016 is as follows (in millions, except number of options and exercise price): Number of Weighted Aggregate Outstanding at December 31, 2015 6,647,999 $ 38.04 $ 204 Granted 783,700 $ 64.66 Assumed – Merger 3,563,037 $ 19.05 Exercised (3,385,720 ) $ 29.69 Canceled (357,677 ) $ 51.21 Outstanding at December 31, 2016 7,251,339 $ 34.83 $ 299 The weighted average fair value per share of the options granted in 2016, 2015 and 2014 was $17.91, $21.96 and $18.72, respectively. The total intrinsic value of options exercised was approximately $155 million, $144 million and $77 million in 2016, 2015 and 2014, respectively. The Company received cash of approximately $101 million, $59 million and $33 million in 2016, 2015 and 2014, respectively, from options exercised. Selected information regarding the Company’s stock options as of December 31, 2016 is as follows: Options Outstanding Options Exercisable Number of Exercise Price Range Weighted Weighted Average Number of Weighted Average Exercise 1,160,999 $ 8.34 — $ 14.63 $ 9.19 3.55 1,160,999 $ 9.19 1,167,220 $ 15.11 — $ 23.70 $ 18.18 3.86 1,128,911 $ 18.16 1,216,960 $ 24.59 — $ 26.05 $ 25.65 4.13 1,216,960 $ 25.65 1,299,632 $ 28.13 — $ 40.00 $ 34.47 5.88 831,112 $ 33.84 1,620,603 $ 42.74 — $ 64.67 $ 57.71 8.06 648,436 $ 57.64 785,925 $ 64.86 — $ 77.11 $ 65.10 8.07 364,350 $ 65.02 The weighted average remaining contractual life of the options outstanding and exercisable as of December 31, 2016 is 5.6 years and 4.9 years, respectively. The total aggregate intrinsic value of the exercisable stock options and the stock options expected to vest as of December 31, 2016 was approximately $298 million. Stock Appreciation Rights – Stock Settled The exercise price of the stock-settled SARs (“SSRs”) is equal to the closing market price of the Company’s common stock as of the grant date and expire on the tenth anniversary of the date of grant. The SSRs are eligible to vest in equal increments of 25% on each of the first four anniversaries of the date of grant. The Company’s SSR activity in 2016 is as follows (in millions, except number of SSRs and exercise price): Number of Options Weighted Aggregate Outstanding at December 31, 2015 — $ — $ — Assumed – Merger 1,351,647 $ 62.13 Exercised (3,205 ) $ 65.16 Canceled (35,120 ) $ 61.72 Outstanding at December 31, 2016 1,313,322 $ 62.13 $ 18 Prior to 2016, the Company did not have SSRs. The total intrinsic value of SSRs exercised was approximately $0.04 million in 2016. The weighted average remaining contractual life of the SSRs outstanding and exercisable as of December 31, 2016 is 8.6 years and 7.9 years, respectively. The total aggregate intrinsic value of the exercisable SSRs and the SSRs expected to vest as of December 31, 2016 was approximately $18 million. Stock Appreciation Rights – Cash Settled The Company’s cash settled SARs (“CSRs”) require the Company to settle in cash an amount equal to the difference between the fair value of the Company’s common stock on the date of exercise and the grant price, multiplied by the number of CSRs being exercised. These awards either (i) vest 25% per year or (ii) vest 33% on the third anniversary of the date of grant and 67% on the fourth anniversary of the date of grant; or (iii) one-third per year beginning on the first anniversary of the date of grant. The Company’s CSR activity in 2016 is as follows (in millions, except number of CSRs and grant price): Number of CSRs Weighted Aggregate Outstanding at December 31, 2015 530,701 $ 50.46 $ 10 Granted 40,400 $ 70.34 Exercised (55,600 ) $ 44.49 Canceled (36,325 ) $ 55.78 Outstanding at December 31, 2016 479,176 $ 52.42 $ 11 As of December 31, 2016, 2015 and 2014, the weighted average fair value per share of the CSRs granted was $34.25, $29.79 and $27.17, respectively. The Company paid approximately $2 million, $1 million and $0.4 million to settle exercised CSRs in 2016, 2015 and 2014, respectively. The weighted average remaining contractual life of the CSRs outstanding and exercisable as of December 31, 2016 is 7.2 years and 6.6 years, respectively. The total aggregate intrinsic value of the exercisable CSRs and the CSRs expected to vest as of December 31, 2016 was approximately $11 million. Restricted Stock Units The Company’s RSUs will settle in shares of the Company’s common stock within 45 days of the applicable vesting date. RSUs granted to employees vest either (i) 25% per year beginning on the first anniversary of the date of grant; (ii) one-third per year beginning on the first anniversary of the grant date; or (iii) 33% on the third anniversary of the date of grant and 67% on the fourth anniversary of the date of grant. The Company’s RSU activity in 2016 is as follows: Number of RSUs Weighted Outstanding at December 31, 2015 359,553 $ 60.60 Granted 494,681 $ 68.65 Assumed – Merger 1,054,567 $ 80.20 Performance units converted to RSUs 144,239 $ 64.77 Vested (252,462 ) $ 64.93 Canceled (79,761 ) $ 65.80 Outstanding at December 31, 2016 1,720,817 $ 74.40 As of December 31, 2016, there are 1.7 million RSUs outstanding with an intrinsic value of approximately $131 million. Performance Units The Company awarded performance units that contain both service and performance based vesting criteria. Vesting occurs if the recipient remains employed and depends on the degree to which the Company achieves certain cumulative adjusted diluted earnings per share goals during a three-year performance period (as defined in the award agreements). The fair value of these awards is equal to the closing price of the Company’s common stock on the grant date. All performance units outstanding at the date of the Merger were converted into time-based RSUs at 187% of target for performance units granted in 2015 and at 100% of target for performance units granted in 2016. Accordingly, as of December 31, 2016, there are no performance units outstanding. The Company’s performance units activity in 2016 is as follows: Number of Weighted Non-vested at December 31, 2015 49,667 $ 64.93 Granted 119,839 $ 64.67 Additional goal achievement shares 12,727 $ 64.93 Vested (59,830 ) $ 64.79 Canceled performance units converted to RSUs (122,403 ) $ 64.74 Non-vested at December 31, 2016 — $ — Restricted Stock Awards The restricted stock awards (“RSAs”) issued during 2016 vest either (i) in equal increments of 50% on each of the second and fourth anniversaries of the grant date; or (ii) one-third per year beginning on the first anniversary of the date of grant. The Company’s RSA activity in 2016 is as follows: Number of RSAs Weighted Average Outstanding at December 31, 2015 — $ — Granted 86,356 $ 81.06 Assumed – Merger 367,053 $ 80.20 Canceled (86,356 ) $ 81.06 Outstanding at December 31, 2016 367,053 $ 80.20 As of December 31, 2016, there are 0.4 million RSAs outstanding with an intrinsic value of approximately $28 million. Employee Stock Purchase Plan The Company sponsors an Employee Stock Purchase Plan (“ESPP”) which allows eligible employees to authorize payroll deductions of up to 10% of their base salary to be applied toward the purchase of full shares of the Company’s common stock on the last day of the offering period. Offering periods under the ESPP are six months in duration. Beginning April 1 and October 1 of each year. Participating employees purchase shares on the last day of each offering period at a discount of 15% of the closing price of the common stock on such date as reported on the NYSE. The aggregate number of shares of the Company’s common stock that may be issued under the ESPP may not exceed 2.5 million shares and no one employee may purchase any shares under the ESPP having a collective fair market value greater than $25,000 in any one calendar year. During 2016, 2015 and 2014, the Company issued 0.1 million shares, 0.1 million shares and 0.05 million shares, respectively, of common stock for purchases under the ESPP. Effective as of December 31, 2016, the ESPP was discontinued and participant contributions under the ESPP ceased. The final purchase of shares under the ESPP occurred on December 31, 2016. Other The Company sponsors a supplemental non-qualified deferred compensation plan, covering certain management employees, and maintains other statutory indemnity plans as required by local laws or regulations. |