W&T Offshore, Inc. Annual report pursuant to Section 13 and 15(d)

Share-Based and Cash-Based Incentive Compensation (Tables)

12 Months Ended

Dec. 31, 2012

A summary of compensation expense under share-based payment arrangements and the related tax benefit is as follows (in thousands):


	Year Ended December 31,
	2012		2011		2010
Share-based compensation expense from:
Restricted stock	$	399	$	2,377	$	3,469
Restricted stock units		11,999		7,333		2,064

Total	$	12,398	$	9,710	$	5,533

Share-based compensation tax benefit:
Tax benefit computed at the statutory rate	$	4,339	$	3,399	$	1,937

A summary of incentive compensation expense is as follows (in thousands):


	Year Ended December 31,
	2012		2011		2010
Share-based compensation expense included in:
Lease operating expense	$	—	$	466	$	748
General and administrative		12,398		9,244		4,785

Total charged to operating income		12,398		9,710		5,533

Cash-based incentive compensation included in:
Lease operating expense		3,787		3,700		2,067
General and administrative		6,558		12,213		8,539

Total charged to operating income		10,345		15,913		10,606

Total incentive compensation charged to operating income	$	22,743	$	25,623	$	16,139

Restricted Stock

A summary of share activity related to restricted stock is as follows:


	2012					2011					2010
	Restricted Shares			Weighted Average Grant Date Price Per Share		Restricted Shares			Weighted Average Grant Date Price Per Share		Restricted Shares			Weighted Average Grant Date Price Per Share
Nonvested, beginning of period		51,870		$	15.81		470,392		$	7.42		1,050,506		$	8.48
Granted		21,954			19.13		20,433			25.45		35,000			10.00
Vested		(27,475	)		13.59		(404,422	)		7.31		(485,934	)		9.69
Forfeited		(2,662	)		18.78		(34,533	)		6.83		(129,180	)		8.15

Nonvested, end of period		43,687			18.69		51,870			15.81		470,392			7.42

Subject to the satisfaction of service conditions, the restricted shares outstanding as of December 31, 2012 will vest as follows:

Restricted Stock Units (RSUs)

A summary of share activity related to RSUs is as follows:


	2012					2011					2010
	RSUs			Weighted Average Grant Date Price Per Share		RSUs			Weighted Average Grant Date Price Per Share		RSUs			Weighted Average Grant Date Price Per Share
Nonvested, beginning of period		1,732,703		$	14.67		1,266,617		$	9.36		—		$	—
Granted		764,654			18.64		534,375			26.93		1,280,501			9.36
Vested		(1,198,208	)		9.36		—			—		—			—
Forfeited (1)		(329,329	)		19.56		(68,289	)		12.03		(13,884	)		9.36

Nonvested, end of period		969,820			22.70		1,732,703			14.67		1,266,617			9.36

(1)	Includes RSUs forfeited due to adjustment for performance related to earnings per share targets and TSR targets.

Subject to the satisfaction of service conditions, the RSUs outstanding as of December 31, 2012 will vest as follows: