INCOME TAXES The provision for income taxes is based on pretax income reported in the consolidated statements of earnings and tax rates currently enacted in each jurisdiction.
Certain income and expense items are recognized in different time periods for financial reporting and income tax filing purposes, and deferred income taxes are provided for the effect of temporary differences.
The Company also provides for U. S.  federal income taxes, net of available foreign tax credits, on earnings intended to be repatriated from non-U.
S.  locations.
No provision has been made for U. S.  income taxes on approximately $4.9 billion of undistributed earnings of non-U.
S.  subsidiaries as of September 30, 2017, as these earnings are considered permanently invested or otherwise indefinitely retained for continuing international operations.
Recognition of U. S.  taxes on undistributed non-U.
S.  earnings would be triggered by a management decision to repatriate those earnings.
Determination of the amount of taxes that might be paid on these undistributed earnings if eventually remitted is not practicable.
See Note 14.
(2) Weighted-Average Common Shares Basic earnings per common share consider only the weighted-average of common shares outstanding while diluted earnings per common share also consider the dilutive effects of stock options and incentive shares.
Options to purchase approximately 4.5 million, 13.3 million and 5.9 million shares of common stock were excluded from the computation of diluted earnings per share in 2017, 2016 and 2015, respectively, as the effect would have been antidilutive.
Earnings allocated to participating securities were inconsequential for all years presented.
Reconciliations of weighted-average shares for basic and diluted earnings per common share follow (shares in millions):
## Table 0 ##
(3) Acquisitions and Divestitures On April 28, 2017, the Company completed the acquisition of Pentair’s valves & controls business for $2.960 billion, net of cash acquired of $207, subject to certain post-closing adjustments.
This business, with annualized sales of approximately $1.4 billion, is a manufacturer of control, isolation and pressure relief valves and actuators, and complements the Valves, Actuators & Regulators product offering within Automation Solutions.
The Company recognized goodwill of $1,472 (none of which is expected to be tax deductible), and other identifiable intangible assets of $1,045, primarily customer relationships and intellectual property with a weighted-average life of approximately fifteen years.
The Company also acquired two smaller businesses in the Automation Solutions segment.
Total cash paid for all businesses was $3.0 billion, net of cash acquired.
The purchase price of the valves & controls business was preliminarily allocated to assets and liabilities as follows.
Valuations of acquired assets and liabilities are in-process and subject to refinement.
## Table 1 ##
Results of operations for 2017 included sales of $600 and a net loss of $97, $0.15 per share, including restructuring expense of $25 and intangibles amortization of $29.
These results also included first year pretax acquisition accounting charges related to inventory of $74 and backlog of $19, or a total of $93 ($65 after-tax, $0.10 per share), which are reported in Corporate and other.
See Note 18.
been accounted for prospectively beginning with the 2016 financial statements.
The change reduced the 2016 service and interest cost by a total of $38 compared with the cost measured using the weighted-average approach.
Net periodic pension expense includes $3, $12 and $14 and defined contribution expense includes $6, $34 and $33, for 2017, 2016 and 2015, respectively, related to discontinued operations.
For defined contribution plans, the Company makes cash contributions based on plan requirements, which are expensed as incurred.
The Company transitioned from defined benefit to defined contribution retirement plans in 2016.
The principal U. S.  defined benefit pension plan is closed to employees hired after January 1, 2016, and current employees not meeting combined age and years of service criteria ceased accruing benefits effective October 1, 2016.
Affected employees were enrolled in an enhanced defined contribution plan.
The impact of these actions had an inconsequential impact on the Company’s financial statements for all years presented.
Over time, defined benefit plan expense will decline while defined contribution plan expense will increase, with an expectation of reduced earnings volatility.
All of the following tables include defined benefit plans related to continuing and discontinued operations.
Details of the changes in the actuarial present value of the projected benefit obligation and the fair value of plan assets for defined benefit pension plans follow:
## Table 2 ##
Approximately $142 of the $1,161 of pretax losses deferred in accumulated other comprehensive income (loss) at September 30, 2017 will be amortized to expense in 2018.
As of September 30, 2017, U. S.  pension plans were underfunded by $77 in total, including unfunded plans totaling $201.
The non-U.
S.  plans were underfunded by $253, including unfunded plans totaling $215.
The grant date fair value of options is estimated using the Black-Scholes option-pricing model.
The weighted-average assumptions used in valuations for 2017, 2016 and 2015 are, respectively: risk-free interest rate, based on U. S.  Treasury yields, 1.7 percent, 1.9 percent and 1.9 percent; dividend yield, 3.6 percent, 3.8 percent and 3.1 percent; and expected volatility, based on historical volatility, 24 percent, 27 percent and 28 percent.
The expected life of each option awarded is seven years based on historical experience and expected future exercise patterns.
PERFORMANCE SHARES, RESTRICTED STOCK AND RESTRICTED STOCK UNITS The Company’s incentive shares plans include performance shares awards which distribute the value of common stock to key management employees subject to certain operating performance conditions and other restrictions.
The form of distribution is primarily shares of common stock, with a portion in cash.
Compensation expense for performance shares is recognized over the service period based on the number of shares ultimately expected to be earned.
Performance shares awards are accounted for as liabilities in accordance with ASC 718, Compensation – Stock Compensation, with compensation expense adjusted at the end of each reporting period to reflect the change in fair value of the awards.
As of September 30, 2016, 4,944,575 performance shares awarded primarily in 2013 were outstanding, contingent on the Company achieving its performance objectives through 2016 and the provision of additional service by employees.
The objectives for these shares were met at the 86 percent level at the end of 2016, or 4,252,335 shares.
Of these, 2,549,083 shares were distributed in early 2017 as follows: 1,393,715 issued as shares, 944,002 withheld for income taxes, and the value of 211,366 paid in cash.
An additional 1,691,986 shares were distributed at the end of 2017 to employees who provided one additional year of service as follows: 1,070,264 issued as shares, 616,734 withheld for income taxes, and the value of 4,988 paid in cash.
There were 11,266 shares canceled and not distributed.
Additionally, the rights to receive a maximum of 2,388,125 and 2,178,388 common shares awarded in 2017 and 2016, under the new performance shares program, are outstanding and contingent upon the Company achieving its performance objectives through 2019 and 2018, respectively.
Incentive shares plans also include restricted stock awards which involve distribution of common stock to key management employees subject to cliff vesting at the end of service periods ranging from three to ten years.
The fair value of restricted stock awards is determined based on the average of the high and low market prices of the Company’s common stock on the date of grant, with compensation expense recognized ratably over the applicable service period.
In 2017, 130,641 shares of restricted stock vested as a result of participants fulfilling the applicable service requirements.
Consequently, 84,398 shares were issued while 46,243 shares were withheld for income taxes in accordance with minimum withholding requirements.
As of September 30, 2017, there were 1,194,500 shares of unvested restricted stock outstanding.
The total fair value of shares vested under incentive shares plans was $245, $11 and $9, respectively, in 2017, 2016 and 2015, of which $101, $4 and $5 was paid in cash, primarily for tax withholding.
As of September 30, 2017, 12.9 million shares remained available for award under incentive shares plans.
Changes in shares outstanding but not yet earned under incentive shares plans during the year ended September 30, 2017 follow (shares in thousands):
## Table 3 ##
Total compensation expense for stock options and incentive shares was $115, $159 and $30 for 2017, 2016 and 2015, respectively, of which $5, $14 and $6 was included in discontinued operations.
The decrease in expense for 2017 reflects the impact of changes in the stock price.
The increase in expense for 2016 reflects an increasing stock price in the current year compared with a decreasing price in 2015, and overlap of awards.
Income tax benefits recognized in the income statement for these compensation arrangements during 2017, 2016 and 2015 were $33, $45 and $2, respectively.
As of September 30, 2017, total unrecognized compensation expense related to unvested shares awarded under these plans was $149, which is expected to be recognized over a weighted-average period of 1.5 years.
In addition to the employee stock option and incentive shares plans, in 2017 the Company awarded 17,984 shares of restricted stock and 2,248 restricted stock units under the restricted stock plan for non-management directors.
As of September 30, 2017, 174,335 shares were available for issuance under this plan.

<table><tr><td></td><td>2015</td><td>2016</td><td>2017</td></tr><tr><td>Basic shares outstanding</td><td>673.3</td><td>644.0</td><td>642.1</td></tr><tr><td>Dilutive shares</td><td>3.2</td><td>2.8</td><td>1.3</td></tr><tr><td>Diluted shares outstanding</td><td>676.5</td><td>646.8</td><td>643.4</td></tr></table>
<table><tr><td>Accounts receivable</td><td>$350</td></tr><tr><td>Inventory</td><td>525</td></tr><tr><td>Property, plant & equipment</td><td>355</td></tr><tr><td>Goodwill</td><td>1,472</td></tr><tr><td>Intangibles</td><td>1,045</td></tr><tr><td>Other assets</td><td>289</td></tr><tr><td>Total assets</td><td>4,036</td></tr><tr><td>Accounts payable</td><td>119</td></tr><tr><td>Other current liabilities</td><td>300</td></tr><tr><td>Deferred taxes and other liabilities</td><td>657</td></tr><tr><td>Cash paid, net of cash acquired</td><td>$2,960</td></tr></table>
<table><tr><td></td><td colspan="2">U.S. Plans</td><td colspan="2">Non-U.S. Plans</td></tr><tr><td></td><td>2016</td><td>2017</td><td>2016</td><td>2017</td></tr><tr><td>Projected benefit obligation, beginning</td><td>$4,263</td><td>4,696</td><td>1,248</td><td>1,320</td></tr><tr><td>Service cost</td><td>59</td><td>60</td><td>26</td><td>19</td></tr><tr><td>Interest cost</td><td>148</td><td>134</td><td>39</td><td>30</td></tr><tr><td>Actuarial (gain) loss</td><td>565</td><td>-144</td><td>275</td><td>-83</td></tr><tr><td>Benefits paid</td><td>-191</td><td>-201</td><td>-31</td><td>-29</td></tr><tr><td>Settlements</td><td>-151</td><td>-125</td><td>-82</td><td>-25</td></tr><tr><td>Acquisitions (Divestitures), net</td><td>—</td><td>-55</td><td>-6</td><td>163</td></tr><tr><td>Foreign currency translation and other</td><td>3</td><td>4</td><td>-149</td><td>94</td></tr><tr><td>Projected benefit obligation, ending</td><td>$4,696</td><td>4,369</td><td>1,320</td><td>1,489</td></tr><tr><td>Fair value of plan assets, beginning</td><td>$3,928</td><td>4,110</td><td>935</td><td>909</td></tr><tr><td>Actual return on plan assets</td><td>491</td><td>516</td><td>155</td><td>61</td></tr><tr><td>Employer contributions</td><td>31</td><td>20</td><td>35</td><td>25</td></tr><tr><td>Benefits paid</td><td>-191</td><td>-201</td><td>-31</td><td>-29</td></tr><tr><td>Settlements</td><td>-151</td><td>-125</td><td>-82</td><td>-25</td></tr><tr><td>Acquisitions (Divestitures), net</td><td>—</td><td>-30</td><td>—</td><td>232</td></tr><tr><td>Foreign currency translation and other</td><td>2</td><td>2</td><td>-103</td><td>63</td></tr><tr><td>Fair value of plan assets, ending</td><td>$4,110</td><td>4,292</td><td>909</td><td>1,236</td></tr><tr><td>Net amount recognized in the balance sheet</td><td>$-586</td><td>-77</td><td>-411</td><td>-253</td></tr><tr><td>Location of net amount recognized in the balance sheet:</td><td></td><td></td><td></td><td></td></tr><tr><td>Noncurrent asset</td><td>$—</td><td>154</td><td>1</td><td>43</td></tr><tr><td>Current liability</td><td>-11</td><td>-11</td><td>-7</td><td>-11</td></tr><tr><td>Noncurrent liability</td><td>-565</td><td>-220</td><td>-279</td><td>-285</td></tr><tr><td>Net liability held-for-sale</td><td>-10</td><td>—</td><td>-126</td><td>—</td></tr><tr><td>Net amount recognized in the balance sheet</td><td>-586</td><td>-77</td><td>-411</td><td>-253</td></tr><tr><td>Pretax accumulated other comprehensive loss</td><td>$-1,527</td><td>-923</td><td>-389</td><td>-238</td></tr></table>
<table><tr><td></td><td>Shares</td><td>Average Grant DateFair Value Per Share</td></tr><tr><td>Beginning of year</td><td>7,328</td><td>$49.17</td></tr><tr><td>Granted</td><td>2,134</td><td>$51.91</td></tr><tr><td>Earned/vested</td><td>-4,372</td><td>$49.14</td></tr><tr><td>Canceled</td><td>-91</td><td>$51.18</td></tr><tr><td>End of year</td><td>4,999</td><td>$50.33</td></tr></table>

Question: at the pace of 2017 how many years of issuance remain for the restricted stock plan for non-management directors?