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STOCK-BASED COMPENSATION | 6 Months Ended
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Jun. 30, 2026
Share-Based Payment Arrangement [Abstract] |
STOCK-BASED COMPENSATION | 16. STOCK-BASED COMPENSATION: Equity Compensation Plan On June 15, 2023, the shareholders of the Company voted to approve the Universal Display Corporation 2023 Equity Compensation Plan (the “Equity Compensation Plan”), which replaced the Universal Display Corporation 2014 Equity Compensation Plan. The Equity Compensation Plan provides for the granting of incentive and nonqualified stock options, shares of common stock, stock appreciation rights and performance units to employees, directors and consultants of the Company. Stock options are exercisable over periods determined by the Company’s Human Capital Committee, but for no longer than 10 years from the grant date. The total number of shares that may be subject to awards under the Equity Compensation Plan is equal to the shares that were available for issuance and not subject to an award under the 2014 Equity Compensation Plan at the time it was replaced by the Equity Compensation Plan, subject to adjustment with respect to shares underlying any outstanding award granted under the Equity Compensation Plan or the 2014 Equity Compensation Plan that may expire, or be terminated, surrendered or forfeited for any reason, without issuance of such shares. As of June 30, 2026, there were 771,509 shares available to be granted under the Equity Compensation Plan. The Equity Compensation Plan will terminate on June 15, 2033. Restricted Stock Awards and Units The Company has issued restricted stock awards and units to employees and non-employees with vesting terms of one to five years. The fair value is equal to the market price of the Company’s common stock on the date of grant for awards granted to employees. Consistent with the accounting for equity-classified awards issued to employees, our equity-classified non-employee share-based awards are measured at the grant date fair value. Expense for restricted stock awards and units is amortized ratably over the vesting period for the awards issued to employees and using a graded vesting method for the awards issued to non-employees. During the six months ended June 30, 2026, the Company granted 128,274 shares of restricted stock awards and restricted stock units to employees and non-employees, which had a total fair value of $12.4 million on the respective dates of grant, and will vest over three to five years from the date of grant, provided that the grantee is still an employee of the Company or is still providing services to the Company on the applicable vesting date. For the three months ended June 30, 2026 and 2025, the Company recorded, as compensation charges related to all restricted stock awards and units granted to employees and non-employees, selling, general and administrative expense of $1.9 million for both periods, research and development expense of $1.4 million and $1.2 million, respectively, and cost of sales of $354,000 and $432,000, respectively. For the six months ended June 30, 2026 and 2025, the Company recorded, as compensation char ges related to all restricted stock awards and units granted to employees and non-employees, selling, general and administrative expense of $3.8 million and $3.6 million, respectively, research and development expense of $2.6 million and $2.4 million, respectively, and cost of sales of $828,000 and $841,000, respectively. In connection with the vesting of restricted stock awards and units during the three months ended June 30, 2026 and 2025, 435 and 333 shares, respectively, with aggregate fair values of $41,000 and $44,000, respectively, were withheld in satisfaction of tax withholding obligations and are reflected as a financing activity within the Consolidated Statements of Cash Flows. In connection with the vesting of restricted stock awards and units during the six months ended June 30, 2026 and 2025, 33,900 and 33,044 shares, respectively, with aggregate fair values of $3.7 million and $5.0 million, respectively, were withheld in satisfaction of tax withholding obligations and are reflected as a financing activity within the Consolidated Statements of Cash Flows. The Company has granted restricted stock units to non-employee members of the Board of Directors with quarterly vesting over a period of approximately one year. The fair value is equal to the market price of the Company's common stock on the date of grant. The restricted stock units are issued and expense is recognized ratably over the vesting period. For the three months ended June 30, 2026 and 2025, the Company recorded compensation charges for services performed, related to all restricted stock units granted to non-employee members of the Board of Directors, selling, general and administrative expense of $513,000 and $522,000, respectively. Such compensation charges to selling, general and administrative expense were $1.0 million fo r both six months ended June 30, 2026 and 2025. In connection with the vesting of the restricted stock, the Company issued to non-employee members of the Board of Directors 9,110 and 6,840 shares, respectively, during the six months ended June 30, 2026 and 2025. Performance Unit Awards Each performance unit award is subject to both a performance-vesting requirement (either performance-based or market-based) and a service-vesting requirement. The performance-based vesting requirement is tied to EBITDA and cash flow achievement, as measured over a specific performance period. The market-based vesting requirement is tied to the Company's total shareholder return (TSR) relative to the TSR of companies comprising the Nasdaq US Benchmark Components Index, as measured over a three-year performance period. The maximum number of performance units that may vest based on performance is three times the shares granted. Further, if the Company's performance falls below certain thresholds, the performance units will not vest at all. During the six months ended June 30, 2026, the Company granted 102,306 performance units, of which 51,156 units are subject to performance-based vesting requirements based on three-year cumulative adjusted EBITDA, 25,575 units are subject to performance-based vesting requirements based on three-year cumulative gross margin and 25,575 units are subject to market-based, TSR vesting requirements. The grant date fair value of the performance unit awards granted was $9.9 million for the six months ended June 30, 2026, as determined by the Company’s common stock on date of grant for the units with performance-based vesting and a Monte Carlo simulation model used for the units with market-based vesting. For the three months ended June 30, 2026 and 2025, the Company recorded selling, general and administrative expense of $381,000 and $3.2 million, respectively, research and development expense of $139,000 and $1.2 million, and cost of sales expense of $86,000 and $749,000, respectively, related to the performance units. For the six months ended June 30, 2026 and 2025, the Company recorded selling, general and administrative expense of $2.4 million and $5.0 million, respectively, research and development expense of $892,000 and $1.9 million, respectively, and cost of sales expense of $553,000 and $1.2 million, respectively, related to the performance units. In connection with the vesting of performance units during the six months ended June 30, 2026 and 2025, 42,440 and 30,875 shares, respectively, with an aggregate fair value of $4.1 million and $4.5 million, respectively, were withheld in satisfaction of tax withholding obligations and are reflected as a financing activity within the Consolidated Statements of Cash Flows. Employee Stock Purchase Plan On April 7, 2009, the Board of Directors of the Company adopted an Employee Stock Purchase Plan (ESPP). The ESPP was approved by the Company’s shareholders and became effective on June 25, 2009. The Company has reserved 1,000,000 shares of common stock for issuance under the ESPP. Unless terminated by the Board of Directors, the ESPP will expire when all reserved shares have been issued. Eligible employees may elect to contribute to the ESPP through payroll deductions during consecutive three-month purchase periods, the first of which began on July 1, 2009. Each employee who elects to participate will be deemed to have been granted an option to purchase shares of the Company’s common stock on the first day of the purchase period. Unless the employee opts out during the purchase period, the option will automatically be exercised on the last day of the period, which is the purchase date, based on the employee’s accumulated contributions to the ESPP. The purchase price will equal 85% of the lesser of the closing price per share of common stock on the first day of the period or the last business day of the period. Employees may allocate up to 10% of their base compensation to purchase shares of common stock under the ESPP; however, each employee may purchase no more than 12,500 shares on a given purchase date, and no employee may purchase more than $25,000 of common stock under the ESPP during a given calendar year. During the six months ended June 30, 2026 and 2025, the Company issued 13,721 and 9,072 shares, respectively, of its common stock under the ESPP, resulting in proceeds of $1.0 million and $1.1 million, respectively. For the three months ended June 30, 2026 and 2025, the Company recorded charges of $26,000 and $33,000, respectively, to selling, general and administrative expense, $47,000 and $46,000, respectively, to research and development expense, and $59,000 and $56,000, respectively, to cost of sales related to the ESPP equal to the amount of the discount and the value of the look-back feature. For the six months ended June 30, 2026 and 2025, the Company recorded charges of $62,000 and $70,000, respectively, to selling, general and administrative expense, $104,000 and $102,000, respectively, to research and development expense, and $124,000 and $118,000, respectively, to cost of sales related to the ESPP equal to the amount of the discount and the value of the look-back feature. Scientific Advisory Board Awards During the six months ended June 30, 2026 and 2025, the Company granted a total of 2,520 and 2,070 shares, respectively, of fully vested common stock to non-employee members of the Scientific Advisory Board for services performed in 2025 and 2024, respectively. The fair value of shares issued to members of the Scientific Advisory Board was $300,000 for both six-month periods. For the three months ended June 30, 2026 and 2025, the Company recorded as compensation charges related to all restricted stock units granted to non-employee members of the Scientific Advisory Board, whose unvested shares are marked to market each reporting period, research and development expense of $60,000 for both periods. Such c ompensation charges to research and development expense were $120,000 and $118,000, respectively, for the six months ended June 30, 2026 and 2025.

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