ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾

Quarterly report pursuant to Section 13 or 15(d)

STOCK-BASED COMPENSATION PLANS

v2.4.0.8
STOCK-BASED COMPENSATION PLANS
3 Months Ended
Mar. 31, 2014
STOCK-BASED COMPENSATION PLANS Ìý
STOCK-BASED COMPENSATION PLANS

15. STOCK-BASED COMPENSATION PLANS

ÌýÌýÌýÌýÌýÌýÌýÌýUnder the ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ Corporation Stock Incentive Plan, as amended and restated (the "Stock Incentive Plan"), a plan approved by stockholders, we may grant nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, phantom stock, performance awards and other stock-based awards to our employees, directors and consultants and to employees and consultants of our subsidiaries, provided that incentive stock options may be granted solely to employees. The terms of the grants are fixed at the grant date. As of MarchÌý31, 2014, we were authorized to grant up to 32.6Ìýmillion shares under the Stock Incentive Plan. As of MarchÌý31, 2014, we had 4Ìýmillion shares remaining under the Stock Incentive Plan available for grant. Option awards have a maximum contractual term of 10Ìýyears and generally must have an exercise price at least equal to the market price of our common stock on the date the option award is granted. Stock-based awards generally vest over a three-year period.

ÌýÌýÌýÌýÌýÌýÌýÌýThe compensation cost from continuing operations under the Stock Incentive Plan for our Company and ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International were as follows (dollars in millions):

Ìý
Ìý Three
months
ended
MarchÌý31,
Ìý
Ìý
Ìý 2014 Ìý 2013 Ìý

ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ Corporation compensation cost

Ìý $ 8 Ìý $ 8 Ìý

ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International compensation cost

Ìý Ìý 7 Ìý Ìý 7 Ìý

ÌýÌýÌýÌýÌýÌýÌýÌýThe total income tax benefit recognized in the statements of operations for us and ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International for stock-based compensation arrangements were $1Ìýmillion and $2Ìýmillion, respectively, for the three months ended MarchÌý31, 2014 and 2013, respectively.

STOCK OPTIONS

ÌýÌýÌýÌýÌýÌýÌýÌýThe fair value of each stock option award is estimated on the date of grant using the Black-Scholes valuation model that uses the assumptions noted in the following table. Expected volatilities are based on the historical volatility of our common stock through the grant date. The expected term of options granted was estimated based on the contractual term of the instruments and employees' expected exercise and post-vesting employment termination behavior. The risk-free rate for periods within the contractual life of the option was based on the U.S. Treasury yield curve in effect at the time of grant. The assumptions noted below represent the weighted average of the assumptions utilized for stock options granted during the periods.

Ìý
Ìý Three months
ended MarchÌý31,
Ìý
Ìý
Ìý 2014 Ìý 2013 Ìý

Dividend yield

Ìý Ìý 2.4 % Ìý 2.8 %

Expected volatility

Ìý Ìý 60.3 % Ìý 62.6 %

Risk-free interest rate

Ìý Ìý 1.7 % Ìý 1.0 %

Expected life of stock options granted during the period

Ìý Ìý 5.7Ìýyears Ìý Ìý 5.6Ìýyears Ìý

ÌýÌýÌýÌýÌýÌýÌýÌýA summary of stock option activity under the Stock Incentive Plan as of MarchÌý31, 2014 and changes during the three months then ended is presented below:

Option Awards
Ìý Shares Ìý Weighted
Average
Exercise
Price
Ìý Weighted
Average
Remaining
Contractual
Term
Ìý Aggregate
Intrinsic
Value
Ìý
Ìý
Ìý (in thousands)
Ìý Ìý
Ìý (years)
Ìý (in millions)
Ìý

Outstanding at JanuaryÌý1, 2014

Ìý Ìý 10,019 Ìý $ 15.39 Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Granted

Ìý Ìý 1,116 Ìý Ìý 21.22 Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Exercised

Ìý Ìý (224 ) Ìý 18.62 Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Forfeited

Ìý Ìý â€� Ìý Ìý â€� Ìý Ìý Ìý Ìý Ìý Ìý Ìý
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý
� � � � � � � � � � � � � �

Outstanding at MarchÌý31, 2014

Ìý Ìý 10,911 Ìý Ìý 15.92 Ìý Ìý 5.3 Ìý $ 92 Ìý
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý
� � � � � � � � � � � � � �
� � � � � � � � � � � � � �
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Exercisable at MarchÌý31, 2014

Ìý Ìý 8,506 Ìý Ìý 15.16 Ìý Ìý 4.1 Ìý Ìý 79 Ìý
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý
� � � � � � � � � � � � � �
� � � � � � � � � � � � � �
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý

ÌýÌýÌýÌýÌýÌýÌýÌýThe weighted-average grant-date fair value of stock options granted during the three months ended MarchÌý31, 2014 was $9.63 per option. As of MarchÌý31, 2014, there was $18Ìýmillion of total unrecognized compensation cost related to nonvested stock option arrangements granted under the Stock Incentive Plan. That cost is expected to be recognized over a weighted-average period of approximately 2.3Ìýyears.

ÌýÌýÌýÌýÌýÌýÌýÌýThe total intrinsic value of stock options exercised during the three months ended MarchÌý31, 2014 and 2013 was $1Ìýmillion and $9Ìýmillion, respectively.

NONVESTED SHARES

ÌýÌýÌýÌýÌýÌýÌýÌýNonvested shares granted under the Stock Incentive Plan consist of restricted stock, which is accounted for as an equity award, and phantom stock, which is accounted for as a liability award because it can be settled in either stock or cash. A summary of the status of our nonvested shares as of MarchÌý31, 2014 and changes during the three months then ended is presented below:

Ìý
Ìý Equity Awards Ìý Liability Awards Ìý
Ìý
Ìý Shares Ìý Weighted
Average
Grant-Date
Fair Value
Ìý Shares Ìý Weighted
Average
Grant-Date
Fair Value
Ìý
Ìý
Ìý (in thousands)
Ìý Ìý
Ìý (in thousands)
Ìý Ìý
Ìý

Nonvested at JanuaryÌý1, 2014

Ìý Ìý 1,830 Ìý $ 15.31 Ìý Ìý 574 Ìý $ 16.03 Ìý

Granted

Ìý Ìý 730 Ìý Ìý 21.22 Ìý Ìý 237 Ìý Ìý 21.22 Ìý

Vested

Ìý Ìý (715) (1) Ìý 16.07 Ìý Ìý (283 ) Ìý 15.97 Ìý

Forfeited

Ìý Ìý (5 ) Ìý 15.99 Ìý Ìý (4 ) Ìý 15.93 Ìý
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý
� � � � � � � � � � � � � �

Nonvested at MarchÌý31, 2014

Ìý Ìý 1,840 Ìý Ìý 17.36 Ìý Ìý 524 Ìý Ìý 18.41 Ìý
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý
� � � � � � � � � � � � � �
� � � � � � � � � � � � � �
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý

(1)
As of MarchÌý31, 2014, a total of 388,299 restricted stock units were vested, of which 44,534 vested during the three months ended MarchÌý31, 2014. These shares have not been reflected as vested shares in this table because, in accordance with the restricted stock unit agreements, shares of common stock are not issued for vested restricted stock units until termination of employment.

ÌýÌýÌýÌýÌýÌýÌýÌýAs of MarchÌý31, 2014, there was $36Ìýmillion of total unrecognized compensation cost related to nonvested share compensation arrangements granted under the Stock Incentive Plan. That cost is expected to be recognized over a weighted-average period of approximately 2.2Ìýyears. The value of share awards that vested during the three months ended MarchÌý31, 2014 and 2013 was $19Ìýmillion and $17Ìýmillion, respectively.