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STOCK-BASED COMPENSATION | 9 Months Ended
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Sep. 30, 2022
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] |
STOCK-BASED COMPENSATION [Text Block] | NOTE 13 – STOCK-BASED COMPENSATION On April 29, 2008, the Corporation’s stockholders approved the First Bancorp. 2008 Omnibus Incentive Plan (the “Omnibus Plan”). An amended and restated Omnibus Plan was subsequently approved by the Corporation’s stockholders on May 24, 2016 to, among other things, increase the number of shares of common stock reserved for issuance under the Omnibus Plan, extend the term of the Omnibus Plan to May 24, 2026 and re-approve the material terms of the performance goals under the Omnibus Plan for purposes of the then-effective Section 162(m) of the U.S. Internal Revenue Code of 1986, as amended. The Omnibus Plan provides for equity- based and non equity-based compensation incentives (the “awards”). The Omnibus Plan authorizes the issuance of up to 14,169,807 shares of common stock, subject to adjustments for stock splits, reorganizations and other similar events. As of September 30, 2022, there were 3,833,996 authorized shares of common stock available for issuance under the Omnibus Plan. The Corporation’s Board of Directors, based on the recommendation of the Corporation’s Compensation and Benefits Committee, has the power and authority to determine those eligible to receive awards and to establish the terms and conditions of any awards, subject to various limits and vesting restrictions that apply to individual and aggregate awards. Restricted Stock Under the Omnibus Plan, the Corporation may grant restricted stock to plan participants, subject to forfeiture upon the occurrence of certain events until the dates specified in the participant’s award agreement. While the restricted stock is subject to forfeiture and does not contain non-forfeitable dividend rights, participants may exercise full voting rights with respect to the shares of restricted stock granted to them. The fair value of the shares of restricted stock granted was based on the market price of the Corporation’s outstanding common stock on the date of the respective grant. The shares of restricted stocks granted to employees are subject to the following vesting period: fifty percent ( 50 %) of those shares vest on the two-year anniversary of the grant date and the remaining 50 % vest on the three-year anniversary of the grant date. The shares of restricted stocks granted to directors are generally subject to vesting on the one-year anniversary of the grant date. Common shares issued during the first nine months of 2022 in connection with restricted stock awards were reissued from treasury shares. The following table summarizes the restricted stock activity in the first nine months of 2022 and 2021 under the Omnibus Plan: Nine-Month Period Ended Nine-Month Period Ended September 30, 2022 September 30, 2021 Number of shares Weighted-Average Number of shares Weighted-Average of restricted Grant Date of restricted Grant Date stock Fair Value stock Fair Value Unvested shares outstanding at beginning of period 1,148,775 $ 6.61 1,320,723 $ 5.74 Granted (1) 323,364 13.18 316,430 11.40 Forfeited (15,108) 8.79 (24,792) 6.32 Vested (510,007) 6.05 (407,659) 7.70 Unvested shares outstanding at end of period 947,024 $ 9.12 1,204,702 $ 6.55 (1) Includes for the nine-month period ended September 30, 2022, 24,972 shares of restricted stock awarded to independent directors and 298,392 shares of restricted stock awarded to employees, of which 6,084 shares were granted to retirement-eligible employees and thus charged to earnings as of the grant date. Includes for the nine-month period ended September 30, 2021, 26,361 shares of restricted stock awarded to independent directors and 290,069 shares of restricted stock awarded to employees, of which 19,271 shares were granted to retirement-eligible employees and thus charged to earnings as of the grant date. For the quarter and nine-month period ended September 30, 2022, the Corporation recognized $ 0.9 million and $ 2.7 million, respectively, of stock-based compensation expense related to restricted stock awards, compared to $ 0.8 million and $ 2.6 million for the same periods in 2021, respectively. As of September 30, 2022, there was $ 4.6 million of total unrecognized compensation cost related to unvested shares of restricted stock. The weighted average period over which the Corporation expects to recognize such cost was 1.6 years as of September 30, 2022. Stock-based compensation accounting guidance requires the Corporation to reverse compensation expense for any awards that are forfeited due to employee or director turnover. Changes in the estimated forfeiture rate may have a significant effect on stock-based compensation, as the Corporation recognizes the effect of adjusting the rate for all expense amortization in the period in which the forfeiture estimate is changed. If the actual forfeiture rate is higher than the estimated forfeiture rate, an adjustment is made to increase the estimated forfeiture rate, which will decrease the expense recognized in the financial statements. If the actual forfeiture rate is lower than the estimated forfeiture rate, an adjustment is made to decrease the estimated forfeiture rate, which will increase the expense recognized in the financial statements. Performance Units Under the Omnibus Plan, the Corporation may award performance units to Omnibus Plan participants, with each unit representing the value of one share of the Corporation’s common stock. These awards, which are granted to executives, do not contain non- forfeitable rights to dividend equivalent amounts and can only be settled in shares of the Corporation’s common stock. The performance units will vest on the third anniversary of the effective date of the awards, subject to the achievement of a pre-established tangible book value per share target, adjusted for certain allowable non-recurring transactions. All the performance units will vest if performance is at the pre-established performance target level or above. However, the participants may vest with respect to 50% of the awards to the extent that performance is below the target but not less than 80% of the pre-established performance target level (the “80% minimum threshold”), which is measured based upon the growth in the tangible book value during the performance cycle. If performance is between the 80% minimum threshold and the pre-established performance target level, the participants will vest on a proportional amount. No performance units will vest if performance is below the 80% minimum threshold. The performance units granted in the first nine months of 2022 are for the performance period beginning January 1, 2022 and ending on December 31, 2024. The following table summarizes the performance units activity under the Omnibus Plan in the first nine months of 2022 and 2021: Nine-Month Period Ended Nine-Month Period Ended (Number of units) September 30, 2022 September 30, 2021 Performance units at beginning of year 814,899 1,006,768 Additions 166,669 160,485 Vested (1) (189,645) (304,408) Performance units at end of period 791,923 862,845 (1) Units vested during the nine-month period ended September 30, 2022 are related to performance units granted in 2019 that met the pre-established target and were settled with shares of common stock reissued from treasury shares. Units vested during the nine-month period ended September 30, 2021 are related to performance units granted in 2018 that met the pre-established target and were settled with new shares of common stock. The fair values of the performance units awarded were based on the market price of the Corporation’s outstanding common stock on the respective date of the grant. For the quarter and nine-month period ended September 30, 2022, the Corporation recognized $ 0.5 million and $ 1.3 million, respectively, of stock-based compensation expense related to performance units, compared to $ 0.5 million and $ 1.5 million for the same periods in 2021, respectively. As of September 30, 2022, there was $ 3.0 million of total unrecognized compensation cost related to unvested performance units that the Corporation expects to recognize over the next three years. The total amount of compensation expense recognized reflects management’s assessment of the probability that the pre-established performance goal will be achieved. The Corporation will recognize a cumulative adjustment to compensation expense in the then-current period to reflect any changes in the probability of achievement of the performance goals. Shares withheld During the first nine months of 2022, the Corporation withheld 202,649 shares (first nine months of 2021 – 213,757 shares) of the restricted stock and performance units that vested during such period to cover the officers’ payroll and income tax withholding liabilities; these shares are held as treasury shares. The Corporation paid in cash any fractional share of salary stock to which an officer was entitled. In the consolidated financial statements, the Corporation presents shares withheld for tax purposes as common stock repurchases.

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