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Stock-Based Compensation
6 Months Ended
Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
Stock Options
Busey has outstanding stock options assumed from acquisitions. A summary of the status of, and changes in, the Company's stock option awards for the six months ended June 30, 2023, follows:
SharesWeighted-
Average
Exercise
Price
Weighted-
Average
Remaining
Contractual
Life
Options outstanding at December 31, 202226,106$23.53 3.88
Forfeited(4,180)23.53 
Options outstanding at June 30, 202321,92623.53 3.38
Options exercisable at June 30, 202321,92623.53 3.38
Amended 2020 Equity Plan
The 2020 Equity Plan was approved by stockholders at the 2020 Annual Meeting of Stockholders. A description of the 2020 Equity Plan can be found in Busey’s Proxy Statement for the 2020 Annual Meeting of Stockholders filed on April 9, 2020. The Amended 2020 Equity Plan was approved by stockholders at the 2023 Annual Meeting of Stockholders. The terms of the Amended 2020 Equity Plan are substantially identical to those of the stockholder approved 2020 Equity Plan, other than an increase of 1,350,000 in the number of shares authorized for issuance under the plan. More information can be found in Busey’s Proxy Statement for the 2023 Annual Meeting of Stockholders filed on April 14, 2023.
Under the terms of the 2020 Equity Plan, Busey has granted RSU, PSU, and DSU awards. Upon vesting and delivery, shares are expected (though not required) to be issued from treasury. There were 1,536,783 shares available for issuance under the Amended 2020 Equity Plan as of June 30, 2023.
RSU Awards
Busey grants RSUs to members of management periodically throughout the year. Each RSU is equivalent to one share of Busey’s common stock. These units have requisite service periods ranging from one year to five years, subject to accelerated vesting upon eligible retirement from the Company. Recipients earn quarterly dividend equivalents on their respective units which entitle the recipients to additional units. Therefore, dividends earned each quarter compound based upon the updated unit balances.
On March 22, 2023, under the terms of the 2020 Equity Plan, Busey granted 224,316 RSUs to members of management. The grant date fair value of the award totaled $4.6 million and will be recognized as compensation expense over the requisite service period ranging from one year to five years. The terms of these awards included an accelerated vesting provision upon eligible retirement from the Company, after a one-year minimum requisite service period. Subsequent to the requisite service period, the awards will become 100% vested.
A summary of changes in Busey’s RSU awards for the six months ended June 30, 2023, is as follows:
RSU Awards
SharesWeighted-
Average
Grant Date
Fair Value
Nonvested at December 31, 20221,096,931$23.61 
Granted 224,31620.44 
Dividend equivalents earned 28,95620.04 
Vested (4,308)25.79 
Forfeited (10,452)21.84 
Nonvested at June 30, 20231,335,44323.00 
PSU Awards
Busey grants PSUs, which are restricted stock units that are subject to certain performance criteria, to members of management periodically throughout the year. Each PSU is equivalent to one share of Busey’s common stock. The number of units that ultimately vest will be determined based on the achievement of the market or other performance goals, subject to accelerated service-based vesting conditions upon eligible retirement from the Company.
On March 22, 2023, under the terms of the 2020 Equity Plan, Busey granted a target of 104,643 PSUs with a maximum award of 167,429 units. The actual number of units issued at the vesting date could range from 0% to 160% of the initial grant, depending on attaining a market-based total stockholder return performance goal. The grant date fair value of the award was $2.0 million and will be recognized in compensation expense over the performance period ending December 31, 2025.
On March 22, 2023, under the terms of the 2020 Equity Plan, Busey granted a target of 104,643 PSUs with a maximum award of 167,429 units. The actual number of units issued at the vesting date could range from 0% to 160% of the initial grant, depending on attaining an adjusted return on average tangible common equity performance goal. The grant date fair value of the award was $2.1 million and will be recognized in compensation expense over the performance period ending December 31, 2025. The actual amount of compensation expense recognized may vary, subject to achievement of the performance goal.
On March 22, 2023, under the terms of the 2020 Equity Plan, Busey granted a target of 15,045 PSUs with a maximum award of 30,090 units. The actual number of units issued at the vesting date could range from 0% to 200% of the initial grant, depending on attaining a performance goal based upon the compounded annual revenue growth rate of the FirsTech operating segment. The grant date fair value of the award was $0.3 million and will be recognized in compensation expense over the performance period ending December 31, 2025, subject to achievement of the performance goal.
A summary of changes in Busey’s PSU awards for the six months ended June 30, 2023, is as follows:
PSU Awards
Shares1
Weighted-
Average
Grant Date
Fair Value
Nonvested at December 31, 2022285,351 $25.40 
Granted224,331 20.04 
Dividend equivalents earned92 22.85 
Vested(92)22.85 
Forfeited(37,722)25.18 
Nonvested at June 30, 2023471,960 22.87 
___________________________________________
1.Shares for PSU awards represent target shares at the grant date.
DSU Awards
Busey grants DSUs, which are restricted stock units with a deferred settlement date, to its directors and advisory directors. Each DSU is equivalent to one share of Busey’s common stock. DSUs vest over a one-year period following the grant date. Under both the 2020 Equity Plan and the Amended 2020 Equity Plan, DSUs are generally are subject to the same terms as RSUs, except that following vesting of DSUs, settlement occurs within 30 days following the earlier of separation from the board or a change in control of the Company. After vesting and prior to delivery, these units will continue to earn dividend equivalents.
On March 22, 2023, under the terms of the 2020 Equity Plan, Busey granted 41,548 DSUs to directors and advisory directors. The grant date fair value of the award totaled $0.8 million and will be recognized as compensation expense over the requisite service period of one year. Subsequent to the requisite service period, the awards will become 100% vested.
A summary of changes in Busey’s DSU awards for the six months ended June 30, 2023, is as follows:
DSU Awards
SharesWeighted-
Average
Grant Date
Fair Value
Nonvested at December 31, 202231,085 $25.75 
Granted 41,548 20.44 
Dividend equivalents earned 3,969 19.96 
Vested (34,507)25.20 
Forfeited (73)20.44 
Nonvested at June 30, 202342,022 20.41 
Vested and outstanding at June 30, 2023140,776 23.60 
2021 Employee Stock Purchase Plan
The First Busey Corporation 2021 ESPP was approved at Busey’s 2021 Annual Meeting of Stockholders and details can be found within First Busey’s Definitive Proxy Statement filed with the SEC on April 8, 2021. The purpose of the 2021 ESPP is to provide a means through which our employees may acquire a proprietary interest in the Company by purchasing shares of our common stock at a 15% discount through voluntary payroll deductions, to assist us in retaining the services of our employees and securing and retaining the services of new employees, and to provide incentives for our employees to exert maximum efforts toward our success.
The 2021 ESPP initially reserved for issuance and purchase an aggregate of 600,000 shares of Busey’s common stock. The first offering under the 2021 ESPP began on July 1, 2021. There were 471,630 shares available for issuance under the 2021 ESPP as of June 30, 2023.
Stock-based Compensation Expense
Busey did not record any stock option compensation expense for the three or six months ended June 30, 2023, or 2022. As of June 30, 2023, the Company did not have any unrecognized stock option compensation expense.
Busey recognized compensation expense related to nonvested RSU, PSU, and DSU awards, as well as the 2021 ESPP, as summarized in the table below (dollars in thousands):
Three Months Ended June 30,Six Months Ended June 30,
2023202220232022
Stock-based compensation expense
RSU awards$1,231 $1,273 $2,251 $2,449 
PSU awards1
1,184 758 1,544 1,170 
DSU awards211 257 407 483 
2021 ESPP30 48 123 143 
Total stock-based compensation expense$2,656 $2,336 $4,325 $4,245 
___________________________________________
1.Expense for PSU awards with a market-based total stockholder return performance goal represents amounts based on target shares at the grant date. Expense for PSU awards with return on average tangible common equity and compounded annual revenue growth rate performance goals represents amounts based on target shares at the grant date, adjusted for performance expectations as of the date indicated.
Unamortized compensation expense related to nonvested RSU, PSU, and DSU awards is summarized in the table below (dollars in thousands):
As of
June 30,
2023
December 31,
2022
Unamortized stock-based compensation
RSU awards$10,697 $8,570 
PSU awards1
7,179 4,279 
DSU awards616 175 
Total unamortized stock-based compensation$18,492 $13,024 
Weighted average period over which expense is to be recognized
2.6 years
2.5 years
___________________________________________
1.Unamortized expense for PSU awards with a market-based total stockholder return performance goal represents amounts based on target shares at grant date. Unamortized expense for PSU awards with return on average tangible common equity and compounded annual revenue growth rate performance goals represents amounts based on target shares at grant date, adjusted for performance expectations as of the date indicated.