XML 52 R21.htm IDEA: XBRL DOCUMENT
v3.24.0.1

Stock Compensation | 12 Months Ended
--- | ---
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract] |
Stock Compensation | Stock Compensation Overview We are currently authorized to grant and have available for grant the following number of shares under our stock plans as of December 31, 2023 and 2022:
|  | Authorized Shares |  | Available for Grant
Plan |  |  | 2023 |  | 2022
1996 Discounted Employee Stock Purchase Plan, as amended |  | 2,900,000 |  |  | 826,000 |  |  | 967,000 |
2020 Equity and Cash Incentive Plan |  | 7,145,000 |  |  | 3,281,000 |  |  | 999,000 |
Total |  | 10,045,000 |  |  | 4,107,000 |  |  | 1,966,000 |
During 2020 the Shareholders approved a new 2020 Equity and Cash Incentive Plan (“ECIP”) and funded it with 2.7 million of newly issuable shares. On August 11, 2020 4.1 million shares were registered under the 2020 ECIP, consisting of the newly issuable shares as well as 1.4 million of the shares that remained available for grant under the 2009 ECIP as of that date. On May 16, 2023 the Shareholders approved additional 3.0 million shares to be registered under the 2020 ECIP. Stock Awards In 2023 the Compensation Committee of our Board of Directors (the “Committee”) authorized awards from approved stock incentive plans of RSAs to non-employee directors and RSUs and PSUs to certain employees and Company officers, which, counting PSUs at target levels, together totaled 681,000 shares and had an aggregate grant date market value of $9.7 million. Two types of PSUs were granted in 2023, an annual grant with a one-year performance period (“Annual PSU”) and an LTIP PSU grant (the “2023 LTIP PSU”) with a one-year performance period. If the highest performance threshold was met, the Annual PSU granted in 2023 represented the right to receive up to 150% of the target number of shares of common stock. The performance component of the Annual PSU granted in 2023 was based on attaining specified levels of revenue growth and specified levels of EBITDA, as defined in the PSU grant documents, for the 2023 calendar year. The Annual PSU granted in 2023 earned approximately 148% of the target number of shares. If the highest performance threshold was met, the 2023 LTIP PSU grant represented a right to receive up to 200% of the target number of shares of common stock. The 2023 LTIP PSU grant earned approximately 200% of target number of shares. During 2019 the Committee authorized, and we granted, an LTIP PSU (the “Original LTIP”), which has multiple performance periods over a five-year period. If the highest performance thresholds were met, the Original LTIP represents the right to receive up to 288%, and up to 192% for a certain key executive, of the target number of shares of common stock. The performance component of the Original LTIP was based on attaining specified levels of adjusted revenue growth and gross margin, as defined in the Original LTIP grant document, for the years 2019 through 2023. During 2020 we determined that the threshold performance under the first performance period (2019 through 2021) of the Original LTIP was unlikely to be achieved which resulted in a reversal of $1.9 million in expense in the fourth quarter of 2020. During 2022 the second performance period of the Original LTIP earned approximately 136% and 108% to a certain key executive of target number of shares of common stock. During 2023 the third performance period of the Original LTIP earned approximately 213% and 142% to a certain key executive of target number of shares of common stock. In 2022 the Committee authorized awards from approved stock incentive plans of RSAs to non-employee Directors and RSUs and PSUs to certain employees and Company officers, which, counting PSUs at target levels, together totaled 871,000 shares and had an aggregate grant date market value of $13.5 million. Two types of PSUs were granted in 2022, an annual grant with a one-year performance period and an LTIP PSU grant (the “2022 LTIP PSU”) with a one-year performance period. If the highest performance threshold was met, the Annual PSU granted in 2022 represented the right to receive up to 150% of the target number of shares of common stock. The performance component of the Annual PSU granted in 2022 was based on attaining specified levels of revenue growth and specified levels of EBITDA, as defined in the PSU grant documents, for the 2022 calendar year. The Annual PSU granted in 2022 earned approximately 51% of the target number of shares and subsequently modified on February 13, 2023 to earn approximately 89% of the target number of shares. If the highest performance threshold was met, the 2022 LITP PSU grant represented a right to receive up to 200% of the target number of shares of common stock. The 2022 LTIP PSU grant earned approximately 140% of target number of shares. In 2021 the Committee authorized awards from approved stock incentive plans of RSUs to certain employees, RSAs to non-employee Directors, and RSAs and PSUs to certain Company officers, which, counting PSUs at target levels, together totaled 500,000 shares and had an aggregate grant date market value of $12.6 million. Two types of PSUs were granted in 2021, an Annual PSU and a special LTIP PSU (the “2021 LTIP PSU”), each with a one-year performance period. If the highest performance threshold was met, the Annual PSU granted in 2021 represented the right to receive up to 150% of the target number of shares of common stock. The performance component of the Annual PSU granted in 2021 was based on attaining specified levels of revenue growth and certain non-financial metrics, as defined in the PSU grant documents, for the 2021 calendar year. The Annual PSU granted in 2021 earned approximately 110% of the target number of shares. If the highest performance threshold was met, the 2021 LTIP PSU grant in 2021 represented a right to receive up to 200% of the target number of shares of common stock. The 2021 LTIP PSU grant earned approximately 118% of target number of shares. A summary of stock grant activity for the years ended December 31, 2023, 2022, and 2021 for RSAs, RSUs, and PSUs, based on the target number of shares, was as follows:
RSAs |  | Shares |  | Weighted Average Grant Date Fair Value
Unvested at December 31, 2020 |  | 258,000 |  |  | $ | 25.08 |
Granted |  | 140,000 |  |  | 25.68 |
Vested |  | (130,000) |  |  | 22.40 |
Forfeited |  | (33,000) |  |  | 27.39 |
Unvested at December 31, 2021 |  | 235,000 |  |  | 26.59 |
Granted |  | 64,000 |  |  | 17.91 |
Vested |  | (89,000) |  |  | 28.60 |
Unvested at December 31, 2022 |  | 210,000 |  |  | 23.09 |
Granted |  | 78,000 |  |  | 15.45 |
Vested |  | (128,000) |  |  | 22.02 |
Forfeited |  | (4,000) |  |  | 24.90 |
Unvested at December 31, 2023 |  | 156,000 |  |  | 20.11 |
RSUs |  | Shares |  | Weighted Average Remaining Contractual Term in years |  | Aggregate Intrinsic Value
Unvested at December 31, 2020 |  | 212,000 |  |  | 1.02 |  | $ | 5,015,000 |
Granted |  | 144,000 |  |  |  |  |
Vested |  | (93,000) |  |  |  |  |
Forfeited |  | (39,000) |  |  |  |  |
Unvested at December 31, 2021 |  | 224,000 |  |  | 0.94 |  | 4,558,000 |
Granted |  | 643,000 |  |  |  |  |
Vested |  | (100,000) |  |  |  |  |
Forfeited |  | (33,000) |  |  |  |  |
Unvested at December 31, 2022 |  | 734,000 |  |  | 2.02 |  | 8,895,000 |
Granted |  | 327,000 |  |  |  |  |
Vested |  | (125,000) |  |  |  |  |
Forfeited |  | (57,000) |  |  |  |  |
Unvested at December 31, 2023 |  | 879,000 |  |  | 1.41 |  | 15,711,000 |
Vested and expected to vest |  | 879,000 |  |  | 1.41 |  | $ | 15,711,000 |
PSUs |  | Shares |  | Weighted Average Remaining Contractual Term in years |  | Aggregate Intrinsic Value
Unvested at December 31, 2020 |  | 331,000 |  |  | 1.64 |  | $ | 7,805,000 |
Granted |  | 215,000 |  |  |  |  |
Vested |  | (60,000) |  |  |  |  |
Forfeited |  | (114,000) |  |  |  |  |
Unvested at December 31, 2021 |  | 372,000 |  |  | 0.90 |  | 7,579,000 |
Granted |  | 182,000 |  |  |  |  |
Vested |  | (117,000) |  |  |  |  |
Forfeited |  | (97,000) |  |  |  |  |
Unvested at December 31, 2022 |  | 340,000 |  |  | 0.67 |  | 4,121,000 |
Granted |  | 308,000 |  |  |  |  |
Vested |  | (213,000) |  |  |  |  |
Forfeited |  | (169,000) |  |  |  |  |
Unvested at December 31, 2023 |  | 266,000 |  |  | 0.54 |  | 4,749,000 |
Vested and expected to vest |  | 266,000 |  |  | 0.54 |  | $ | 4,749,000 |
During the years ended December 31, 2023, 2022, and 2021 the total fair value of $6.4 million, $5.8 million, and $7.3 million, respectively, in combined RSAs, RSUs, and PSUs vested. Stock Options The Compensation Committee of our Board of Directors authorized grants of stock options from approved stock incentive plans to certain Company officers and employees totaling 110,000, 1,031,000, and 226,000 shares in 2023, 2022, and 2021, respectively, with exercise prices equal to the stock prices on the respective grant dates. A summary of our stock option activity for the years ended December 31, 2023, 2022, and 2021 was as follows:
|  | Shares |  | Weighted Average Exercise Price |  | Weighted Average Remaining Contractual Term in years |  | Aggregate Intrinsic Value
Outstanding at December 31, 2020 |  | 1,241,000 |  |  | $ | 18.16 |  |  | 3.38 |  | $ | 8,215,000 |
Granted |  | 226,000 |  |  | 24.90 |  |  |  |  |
Exercised |  | (179,000) |  |  | 12.02 |  |  |  |  |
Forfeited |  | (42,000) |  |  | 26.00 |  |  |  |  |
Outstanding at December 31, 2021 |  | 1,246,000 |  |  | 20.00 |  |  | 3.20 |  | 4,039,000 |
Granted |  | 1,031,000 |  |  | 13.29 |  |  |  |  |
Exercised |  | (151,000) |  |  | 11.85 |  |  |  |  |
Forfeited |  | (3,000) |  |  | 21.55 |  |  |  |  |
Outstanding at December 31, 2022 |  | 2,123,000 |  |  | 17.31 |  |  | 4.56 |  | 1,150,000 |
Granted |  | 110,000 |  |  | 17.54 |  |  |  |  |
Exercised |  | (226,000) |  |  | 11.05 |  |  |  |  |
Forfeited |  | (93,000) |  |  | 12.59 |  |  |  |  |
Expired |  | (36,000) |  |  | 25.55 |  |  |  |  |
Outstanding at December 31, 2023 |  | 1,878,000 |  |  | 18.16 |  |  | 4.12 |  | 4,678,000 |
Vested and expected to vest |  | 1,878,000 |  |  | $ | 18.16 |  |  | 4.12 |  | $ | 4,678,000 |
Exercisable at December 31, 2023 |  | 1,080,000 |  |  | $ | 20.59 |  |  | 3.03 |  | $ | 1,714,000 |
Other information concerning stock options for the years ended December 31 was as follows:
| 2023 |  | 2022 |  | 2021
Weighted-average fair value of options granted | $ | 7.87 |  |  | $ | 5.31 |  |  | $ | 8.82 |
Intrinsic value of options exercised | 695,000 |  |  | 1,120,000 |  |  | 2,716,000 |
Employees purchased common stock totaling 141,000, 95,000, and 87,000 shares in 2023, 2022, and 2021, respectively, through our ESPP. Stock Compensation Expense The following weighted-average assumptions were used to determine the fair value of options:
| 2023 |  | 2022 |  | 2021
| Stock Options |  | ESPP Options |  | Stock Options |  | ESPP Options |  | Stock Options |  | ESPP Options
Expected life of options | 5.00 Years |  | 0.50 Years |  | 5.00 Years |  | 0.50 Years |  | 5.00 Years |  | 0.50 Years
Expected stock price volatility | 0.45 |  | 0.57 |  | 0.40 |  | 0.40 |  | 0.40 |  | 0.45
Risk-free interest rate | 4.11% |  | 5.03% |  | 3.58% |  | 1.34% |  | 0.57% |  | 0.07%
The following table summarizes stock compensation expense (in thousands):
| 2023 |  | 2022 |  | 2021
RSA, RSU, and PSU expense | $ | 11,875 |  |  | $ | 10,351 |  |  | $ | 9,023 |
Stock option and ESPP option expense | 3,271 |  |  | 2,591 |  |  | 2,254 |
Total stock compensation expense | $ | 15,146 |  |  | $ | 12,942 |  |  | $ | 11,277 |
Included in the total stock compensation expense, as applicable in each period, were expenses related to RSAs, RSUs, PSUs, and stock options issued in each respective year, as well as those issued in prior periods that continue to vest during the period, and compensation related to our ESPP. These amounts were recorded as stock compensation expense and were subject to our normal allocation of expenses to inventory costs and deferred preservation costs. We capitalized $724,000, $598,000, and $566,000 in the years ended December 31, 2023, 2022, and 2021, respectively, of the stock compensation expense into our inventory costs and deferred preservation costs. As of December 31, 2023 we had total unrecognized compensation expense of $9.1 million related to RSAs, RSUs, and PSUs and $3.1 million related to unvested stock options. As of December 31, 2023 this expense is expected to be recognized over a weighted-average period of 1.66 years for RSUs, 1.55 years for stock options, 0.51 years for PSUs, and 0.30 years for RSAs.

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