XML 28 R17.htm IDEA: XBRL DOCUMENT
v3.24.2

Stock-Based Compensation | 6 Months Ended
--- | ---
Jun. 30, 2024
Share-Based Payment Arrangement [Abstract] |
Stock-Based Compensation | Stock-Based Compensation A combined summary of activity in our active stock plans is presented in the table below. Performance stock units outstanding are presented assuming attainment of the maximum payout rate as set forth by the performance criteria. On April 24, 2024, the shareholders of Cullen/Frost approved the 2024 Equity Incentive Plan (the “2024 Plan”) to replace the 2015 Omnibus Incentive Plan (the “2015 Plan”). Under the 2024 Plan, shareholders approved the issuance, pursuant to the plan, of 2,576,038 shares of our common stock. This amount included 2,350,000 newly authorized shares and the 226,038 shares remaining available for issuance under the superseded 2015 Plan. As of June 30, 2024, there were 2,567,893 shares remaining available for grant for future stock-based compensation awards.
|  | Deferred Stock Units Outstanding |  | Non-Vested Restricted Stock Units Outstanding |  | Performance Stock Units Outstanding |  | Stock Options Outstanding
|  | Number of Units |  | Weighted- Average Fair Value at Grant |  | Number of Units |  | Weighted- Average Fair Value at Grant |  | Number of Units |  | Weighted- Average Fair Value at Grant |  | Number of Shares |  | Weighted- Average Exercise Price
Balance, January 1, 2024 |  | 54,164 |  |  | $ | 89.71 |  |  | 566,806 |  |  | $ | 99.77 |  |  | 267,054 |  |  | $ | 89.99 |  |  | 485,941 |  |  | $ | 71.25 |
Granted |  | 7,997 |  |  | 116.84 |  |  | 2,826 |  |  | 107.95 |  |  | — |  |  | — |  |  | — |  |  | — |
Exercised/vested |  | (9,382) |  |  | 80.99 |  |  | (458) |  |  | 65.43 |  |  | (45,818) |  |  | 57.89 |  |  | (66,970) |  |  | 77.79 |
Forfeited/expired |  | — |  |  | — |  |  | (1,408) |  |  | 106.18 |  |  | (22,913) |  |  | 57.89 |  |  | — |  |  | — |
Balance, June 30, 2024 |  | 52,779 |  |  | 95.37 |  |  | 567,766 |  |  | 99.82 |  |  | 198,323 |  |  | 101.12 |  |  | 418,971 |  |  | 70.20 |
Shares issued in connection with stock compensation awards are issued from available treasury shares. If no treasury shares are available, new shares are issued from available authorized shares. Shares issued in connection with stock compensation awards along with other related information were as follows:
| Three Months Ended June 30, |  | Six Months Ended June 30,
| 2024 |  | 2023 |  | 2024 |  | 2023
New shares issued from available authorized shares | — |  |  | — |  |  | — |  |  | 49,887 |
Shares issued from available treasury stock | 38,452 |  |  | 13,626 |  |  | 122,628 |  |  | 14,126 |
Proceeds from stock option exercises | $ | 2,294 |  |  | $ | 946 |  |  | $ | 5,209 |  |  | $ | 2,446 |
Stock-based compensation expense is recognized ratably over the requisite service period for all awards. For most stock option awards, the service period generally matches the vesting period. For stock options granted to certain executive officers and for non-vested stock units granted to all participants, the service period does not extend past the date the participant reaches 65 years of age. Deferred stock units granted to non-employee directors generally have immediate vesting and the related expense is fully recognized on the date of grant. For performance stock units, the service period generally matches the three-year performance period specified by the award, however, the service period does not extend past the date the participant reaches 65 years of age. Expense recognized each period is dependent upon our estimate of the number of shares that will ultimately be issued. Stock-based compensation expense or benefit and the related income tax benefit is presented in the following table. The service period for performance stock units granted each year begins on January 1 of the following year.
| Three Months Ended June 30, |  | Six Months Ended June 30,
| 2024 |  | 2023 |  | 2024 |  | 2023
Non-vested stock units | $ | 3,100 |  |  | $ | 2,864 |  |  | $ | 6,479 |  |  | $ | 6,171 |
Deferred stock units | 934 |  |  | 880 |  |  | 934 |  |  | 880 |
Performance stock units | 489 |  |  | 1,049 |  |  | 848 |  |  | 2,484 |
Total | $ | 4,523 |  |  | $ | 4,793 |  |  | $ | 8,261 |  |  | $ | 9,535 |
Income tax benefit | $ | 846 |  |  | $ | 800 |  |  | $ | 1,991 |  |  | $ | 1,868 |
Unrecognized stock-based compensation expense at June 30, 2024 is presented in the table below. Unrecognized stock-based compensation expense related to performance stock units is presented assuming attainment of the maximum payout rate as set forth by the performance criteria.
Non-vested stock units | $ | 16,341 |
Performance stock units | 7,583 |
Total | $ | 23,924 |

X
- Definition The entire disclosure for share-based payment arrangement. + References Reference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//718/tableOfContent Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (l) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration