XML 23 R16.htm IDEA: XBRL DOCUMENT
v3.24.1.u1

Common Stock and Stock-Based Awards | 3 Months Ended
--- | ---
Mar. 31, 2024
Equity [Abstract] |
Common Stock and Stock-Based Awards | Note 7 – Common Stock and Stock-Based Awards Dividends On March 11, 2024, the Company declared a quarterly cash dividend of $0.165 per share of the Company’s common stock to shareholders of record as of March 29, 2024. The dividend of $5.9 million was paid on April 12, 2024. The Board of Directors currently intends to continue paying quarterly dividends. However, the Company’s future dividend policy is subject to the Company’s compliance with applicable laws, and depends on, among other things, the Company’s results of operations, financial condition, level of indebtedness, capital requirements, contractual restrictions, restrictions in the Company’s debt agreements, and other factors that the Board of Directors may deem relevant. Dividend payments are not mandatory or guaranteed and no assurance is made that the Company will continue to pay a dividend in the future. Share Repurchase Authorization On March 6, 2018, the Board of Directors approved an expanded share repurchase authorization granting the Company authority to repurchase up to $250 million in common stock in addition to the $100 million previously approved on December 7, 2015. On October 26, 2018 and February 19, 2020, the Board of Directors authorized the repurchase of an additional $100 million and $150 million of the Company’s common stock, respectively. Share purchases may be made in the open market, in privately negotiated transactions or block transactions, at the discretion of the Company’s management and as market conditions warrant. Purchases will be funded from available cash and may be commenced, suspended or discontinued at any time without prior notice. Shares repurchased under the program are retired. The Company did no t repurchase shares during the three months ended March 31, 2024. As of March 31, 2024, the Company had $154.6 million remaining under share repurchase authorizations. Stock-Based Compensation Under the 2019 Omnibus Incentive Compensation Plan (as amended, the 2019 Plan), the Company, upon approval of the Compensation Committee of the Board of Directors, may grant stock options, restricted shares, restricted stock units (both time-based and performance-based) and certain other forms of equity awards, or any combination thereof, to any director, officer, employee or consultant (including any prospective director, officer, employee or consultant) of the Company. Stock options (which have not been awarded since 2015) are granted to employees with an exercise price equal to the market price of the Company’s common stock on the date of grant, generally vest over a four-year period from the date of grant and typically have a term of 10 years. Time-based restricted stock units granted to employees generally vest over a three-year or four-year period from the date of grant and are subject to continued employment with the Company. Performance-based restricted stock units generally vest over a three-year performance cycle, which includes the year of the grant, and are based upon the Company’s achievement of specified performance metrics. Awards under the 2019 Plan to non-employee directors have historically been in the form of restricted stock units, which vest annually, starting on the grant date. As of March 31, 2024, the Company had 1.8 million common shares available for issuance under the 2019 Plan. All share-based payments to employees of the Company, including grants of employee stock options (last awarded in 2015), are recognized in the consolidated financial statements based on their grant date fair values. The total compensation costs recognized for stock-based awards were $2.2 million and $4.8 million for the three months ended March 31, 2024 and 2023, respectively. The future tax benefit of these stock-based awards as of the grant date was $0.5 million and $1.1 million for the three months ended March 31, 2024 and 2023, respectively. The fair value of stock option grants is estimated on the date of grant using the Black-Scholes option pricing model. The fair values of restricted stock units and performance-based restricted stock units are determined based on the closing market price of the Company’s common stock on the date of grant. For performance-based restricted stock units, compensation cost is calculated taking into consideration the probability that the underlying performance goals will be achieved, which is monitored by management throughout the requisite service period. When it becomes probable, based on management’s expectation of the Company’s performance during the measurement period, that more or less than the previous estimate of the awarded shares will vest, an adjustment to compensation cost is recognized as a change in accounting estimate in the period the change is determined. As of March 31, 2024, the unrecognized compensation costs and remaining weighted-average amortization periods related to stock-based awards were as follows:
(in thousands) |  | Time- Based Restricted Stock Units |  |  | Performance- Based Restricted Stock Units |
Unrecognized compensation cost |  | $ | 31,953 |  |  | $ | 7,395 |
Remaining weighted-average amortization period |  | 2.6 years |  |  | 2.5 years |
(1) Based on the probable achievement of the performance goals identified in each award. The total cash received by the Company as a result of stock option exercises for the three months ended March 31, 2024 and 2023 was $0.4 million and $0.1 million, respectively. The actual tax benefit realized as a result of stock option exercises and the vesting of other share-based awards for the three months ended March 31, 2024 and 2023 were $2.6 million and $2.2 million, respectively. For the three months ended March 31, 2024 and 2023, the total intrinsic value of stock options exercised were less than $0.1 million and $0.1 million, respectively. For performance-based restricted stock units granted during the three months ended March 31, 2024 and 2023, the number of performance-based restricted stock units that will ultimately be earned will not be determined until the end of the respective performance periods, and may vary from as low as zero to as high as 2.5 times the target number depending on the level of achievement of certain performance goals. The level of achievement of these goals is based upon the financial results of the Company for the last full calendar year within the performance period. The performance goals consist of certain levels of achievement using the following financial metrics: revenue, operating income margin, and return on invested capital. If the performance goals are not met based on the Company’s financial results, the applicable performance-based restricted stock units will not vest and will be forfeited. Shares subject to forfeited performance-based restricted stock units will be available for re-issuance under the Company’s 2019 Plan. The following table summarizes activities relating to the Company’s stock options:
(in thousands, except per share data and years) |  | Number of Options |  |  | Weighted- Average Exercise Price |  |  | Weighted- Average Remaining Contractual Term (Years) |  |  | Aggregate Intrinsic Value |
Outstanding as of December 31, 2023 |  |  | 37 |  |  | $ | 23.07 |  |  |  |  |  |  |
Exercised |  |  | (26 | ) |  |  | 23.05 |  |  |  |  |  |  |
Forfeited or expired |  |  | (2 | ) |  |  | 22.99 |  |  |  |  |  |  |
Outstanding and exercisable as of March 31, 2024 |  |  | 9 |  |  |  | 23.14 |  |  |  | 0.9 |  |  | $ | 64 |
The aggregate intrinsic value in the table above is before income taxes and is calculated as the difference between the exercise price of the underlying options and the Company’s closing stock price as of the last business day of the period ended March 31, 2024 for options that had exercise prices that were below the closing price. The following table summarizes the activities related to the Company’s time-based restricted stock units:
(in thousands, except per share data) |  | Number of Units |  |  | Weighted- Average Grant Date Fair Value |
Non-vested awards outstanding as of December 31, 2023 |  |  | 1,246 |  |  | $ | 25.43 |
Granted |  |  | 539 |  |  |  | 29.62 |
Vested |  |  | (388 | ) |  |  | 26.29 |
Forfeited |  |  | (102 | ) |  |  | 26.51 |
Non-vested awards outstanding as of March 31, 2024 |  |  | 1,295 |  |  |  | 26.87 |
The following table summarizes the activities related to the Company’s performance-based restricted stock units:
(in thousands, except per share data) |  | Number of Units |  |  | Weighted- Average Grant Date Fair Value |
Non-vested awards outstanding as of December 31, 2023 |  |  | 442 |  |  | $ | 26.12 |
Granted(1) |  |  | 198 |  |  |  | 29.62 |
Vested |  |  | (139 | ) |  |  | 28.60 |
Forfeited |  |  | (77 | ) |  |  | 26.61 |
Non-vested awards outstanding as of March 31, 2024 |  |  | 424 |  |  |  | 26.82 |
(1) Represents target number of units that can vest based on the achievement of the performance goals.

X
- References No definition available. + Details
Name: | us-gaap_EquityAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for shareholders' equity and share-based payment arrangement. Includes, but is not limited to, disclosure of policy and terms of share-based payment arrangement, deferred compensation arrangement, and employee stock purchase plan (ESPP). + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//505/tableOfContent Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//718/tableOfContent + Details
Name: | us-gaap_ShareholdersEquityAndShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration