Wells Fargo 2012 Annual Report Download - page 225

PARTNERSHARES PLAN In 1996, we adopted the
PartnerShares® Stock Option Plan, a broad-based employee
stock option plan. It covered full- and part-time employees who
generally were not included in the LTICP described above. No
options have been granted under the plan since 2002, and as a
result of action taken by the Board of Directors on
January 22, 2008, no future awards will be granted under the
plan. All of our PartnerShares Plan grants were fully vested as of
December 31, 2007, and no options were outstanding as of
December 31, 2012.
Director Awards
Under the LTICP, we grant common stock and options to
purchase common stock to non-employee directors elected or re-
elected at the annual meeting of stockholders and prorated
awards to directors who join the Board at any other time. The
stock award vests immediately. Options granted to directors can
be exercised after twelve months through the tenth anniversary
of the grant date. Options granted prior to 2005 may include the
right to acquire a “reload” stock option.
Restricted Share Rights
A summary of the status of our RSRs and restricted share awards
at December 31, 2012, and changes during 2012 is in the
following table:
Weighted-
average
grant-date
Number fair value
Nonvested at January 1, 2012 39,280,129 $ 28.81
Granted 19,766,280 31.49
Vested (2,620,424) 28.53
Canceled or forfeited (1,138,648) 29.10
Nonvested at December 31, 2012 55,287,337 29.78
The weighted-average grant date fair value of RSRs granted
during 2011 and 2010 was $31.02 and $27.29, respectively.
At December 31, 2012, there was $671 million of total
unrecognized compensation cost related to nonvested RSRs. The
cost is expected to be recognized over a weighted-average period
of 2.9 years. The total fair value of RSRs that vested during 2012,
2011 and 2010 was $89 million, $41 million and $15 million,
respectively.
Performance Share Awards
Holders of performance share awards are entitled to the related
shares of common stock at no cost subject to the Company's
achievement of specified performance criteria over a three-year
period ending December 31, 2013, June 30, 2013, and December
31, 2012. Performance share awards are granted at a target
number; based on the Company's performance, the number of
awards that vest can be adjusted downward to zero and upward
to a maximum of either 125% or 150% of target. The awards vest
in the quarter after the end of the performance period. For
performance share awards whose performance period ended
December 31, 2012, the determination of the awards that will
vest will occur in the first quarter of 2013, after review of the
Company’s performance by the Human Resources Committee of
the Board of Directors.
A summary of the status of our performance awards at
December 31, 2012, and changes during 2012 is in the following
table, based on the target amount of awards:
Weighted-
average
grant date
Number fair value
Nonvested at January 1, 2012 6,404,965 $ 29.68
Granted 3,889,916 31.44
Nonvested at December 31, 2012 10,294,881 30.35
The weighted-average grant date fair value of performance
awards granted during 2011 and 2010 was $31.26 and $27.46,
respectively.
At December 31, 2012, there was $89 million of total
unrecognized compensation cost related to nonvested
performance awards. The cost is expected to be recognized over
a weighted-average period of 1.8 years. As of December 31, 2012,
no performance shares were vested.
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