13.

Share-Based Compensation

Champion Holdings granted awards to its officers, management employees and certain members of the Board of Managers under an equity-classified management incentive plan (the “MIP”). In accordance with the provisions of the MIP, as modified on June 1, 2018, the unvested units of Champion Holdings granted under the MIP were exchanged for unregistered, time-vesting restricted shares and performance-vesting restricted shares of the Company subject to stock restriction agreements (the “SRAs”). The time-vesting restricted shares generally vest 20% per year over a five-year period, upon a change of control, or upon the occurrence of a follow-on public offering as defined in the SRAs. A portion of the performance-vesting restricted shares vest upon a follow-on public offering as defined in the SRAs. The remaining performance-vesting restricted shares vest based on meeting specified per share volume weighted average price targets subsequent to a follow-on public offering of the Company or upon a change of control. No compensation expense will be recognized for the performance-vesting restricted shares until it becomes probable that the performance condition will be satisfied.

A summary of time-vesting restricted shares and performance-vesting restricted shares at June 30, 2018 is as follows:


(Shares in thousands)	Time- vesting Restricted Shares		Weighted Average Grant Date Fair Value per Share		Performance- vesting Restricted Shares		Weighted Average Grant Date Fair Value per Share
Issued		1,376	$	4.55		2,600	$	31.74
Vested		970	$	4.55		—		—
Expected to vest at June 30, 2018		406	$	4.55		—		—

Compensation expense of $1.9 million was recognized for time-vesting restricted shares during the three months ended June 30, 2018, including $1.7 million of expense recognized upon modification. Compensation expense of $0.2 million was recognized for time-vesting restricted shares during the three months ended July 1, 2017. All expenses related to restricted shares were included in selling, general and administrative expenses in the accompanying condensed consolidated statements of comprehensive income (loss).

The Company also maintains the Skyline Corporation 2015 Stock Incentive Plan (“Plan”), which allows the grant of stock options and other equity awards to directors, officers, employees, and eligible independent contractors of the Company and is used to retain and reward key employees’ performance and efforts as they relate to the Company’s long-term objectives and strategic plan. A total of 700,000 shares of Common Stock have been reserved for issuance under the Plan. Stock option awards are granted with an exercise price equal to, or greater than, the market price of the Company’s stock at the date of grant and vest over a period of time as determined by the Company at the date of grant up to the contractual ten-year life at which time the options expire. Restricted stock awards are priced at no less than 100 percent of market price of the Company’s stock at the date of grant. Compensation expense of $6.2 million was recognized for awards under the Plan during the three months ended June 30, 2018.