XML 37 R24.htm IDEA: XBRL DOCUMENT
v3.24.0.1

Stockholders' Equity | 12 Months Ended
--- | ---
Dec. 31, 2023
Equity [Abstract] |
Stockholders' Equity | Stockholders’ Equity As of December 31, 2023 and 2022, the Company has 10,000,000 shares of preferred stock authorized, $0.0001 par value, of which none were issued or outstanding, respectively. As of December 31, 2023 and 2022, the Company has 50,000,000 shares of common stock authorized, $0.0001 par value, of which 24,960,639 and 24,920,984 shares were issued and 24,960,639 and 24,920,984 shares were outstanding, respectively. Treasury stock: Activity in treasury stock is as follows for the years ended December 31,:
| 2023 |  | 2022
| Shares |  | Amount |  | Shares |  | Amount
Balance, beginning of year | — |  |  | $ | — |  |  | 1,557,054 |  |  | $ | 38,148 |
Purchases | — |  |  | — |  |  | — |  |  | — |
Issuances | — |  |  | — |  |  | (1,557,054) |  |  | (38,148) |
Balance, end of year | — |  |  | $ | — |  |  | — |  |  | $ | — |
All purchases were in conjunction with the stock repurchase program that expired in 2022, and shares were held-in-treasury at $24.50 per share. Dividends: Dividends paid by the Company, if any, are substantially provided from Bank dividends. The Bank may declare dividends without prior regulatory approval that do not exceed the total of retained net income for the current year combined with its retained net income for the preceding two years, subject to maintenance of minimum capital requirements. During 2023 and 2022, the Bank paid dividends totaling $26,000 and $8,000, respectively, to the Parent Company. During 2023 and 2022, Logia paid dividends totaling $595 and $700, respectively, to the Parent Company. The Bank and Logia did not declare or pay any dividends in 2021. The Parent Company did not declare or pay any dividend in 2023, 2022 or 2021. Equity Incentive Plans: 2017 Equity Incentive Plan The 2017 Equity Incentive Plan (the “2017 Plan”) provides for the grant of stock options, stock appreciation rights, restricted stock and other stock awards to its employees, directors and consultants for up to 1,977,292 shares of FirstSun common stock in the aggregate. Option awards are generally granted with an exercise price of not less than the fair value of a share of the Company’s common stock at the date of grant, they vest 25% on the first, second, third and fourth anniversaries following the date of grant and have 10 year contractual terms. The fair value of each stock option award is estimated on the date of grant utilizing the Black-Scholes option pricing model. Expected volatility was determined based on the median historical volatility of 25 to 30 comparable companies that were publicly traded for a period commensurate with the expected term of the options. The expected term of the options was estimated to be the average of the contractual vesting term and time to contractual expiration. The risk-free rate for the expected term of the stock options was based on the U.S. Treasury yield curve in effect at the date of grant. The following table presents stock options outstanding as of and for the years ended December 31,:
| Shares |  | Weighted-Average Exercise Price, per Share |  | Weighted-Average Remaining Contractual Term (years)
2023 |  |  |  |  |
Outstanding, beginning of period | 1,307,915 |  |  | $ | 20.23 |  |  |
Exercised | (62,915) |  |  | 19.72 |  |  |
Outstanding, end of period | 1,245,000 |  |  | $ | 20.25 |  |  | 4.29
Options vested or expected to vest | 1,245,000 |  |  | $ | 20.25 |  |  |
Options exercisable, end of period | 1,198,624 |  |  | $ | 20.13 |  |  | 4.21
2022 |  |  |  |  |
Outstanding, beginning of period | 1,412,900 |  |  | $ | 20.19 |  |  |
Exercised | (104,985) |  |  | 19.72 |  |  |
Outstanding, end of period | 1,307,915 |  |  | $ | 20.23 |  |  | 5.26
Options vested or expected to vest | 1,307,915 |  |  | $ | 20.23 |  |  |
Options exercisable, end of period | 1,191,032 |  |  | $ | 20.03 |  |  | 5.05
At December 31, 2023, there was $136 of total unrecognized compensation cost related to non-vested stock options. The unrecognized compensation cost at December 31, 2023 is expected to be recognized over the following two years. At December 31, 2023 and 2022, the intrinsic value of the stock options was $16,392 and $21,216, respectively. 2021 Equity Incentive Plan The FirstSun Capital Bancorp 2021 Equity Incentive Plan (the “2021 Plan”) provides for the grant of stock options, stock appreciation rights, restricted stock and other stock awards to its employees, directors and consultants for up to 2,476,571 shares of FirstSun common stock in the aggregate. Additionally, we established the FirstSun Capital Bancorp Long-Term Incentive Plan (“LTIP”), which became effective April 1, 2022. The LTIP is intended to qualify as a “top-hat” plan under ERISA that is unfunded and provides benefits only to a select group of management or highly compensated employees of FirstSun or the Bank. In May 2022, we issued 11,344 shares of restricted stock that were fully vested in May 2023. In May 2023, we issued 15,007 shares of restricted stock that will fully vest in May 2024. At December 31, 2023, there was $135 of total unrecognized compensation cost related to the non-vested restricted stock. In May 2023, we issued performance-based restricted stock under the LTIP that, subject to the achievement of performance conditions, will fully vest in April 2026. At December 31, 2023, we determined it is probable that 97,694 shares will be issued based upon the probability that the performance conditions will be achieved. At December 31, 2023, there was $2,052 of total unrecognized compensation cost related to the non-vested restricted stock granted on these probable shares. In May 2022, we issued performance-based restricted stock under the LTIP that, subject to the achievement of performance conditions, will fully vest in April 2025. At December 31, 2023, we determined it is probable that 59,099 shares will be issued based upon the probability that the performance conditions will be achieved. At December 31, 2023, there was $879 of total unrecognized compensation cost related to the non-vested restricted stock granted on these probable shares. For the years ended December 31, 2023, 2022 and 2021, we recorded total compensation cost from the 2017 and 2021 Plans of $2,127, $1,448 and $2,998, respectively. Acquired Equity Incentive Plans In conjunction with the Pioneer merger, we assumed certain options that had been granted under Pioneer’s option plans. All assumed options were fully vested and exercisable. No further options will be granted under the Pioneer plans. The following table presents option activity:
|  |  |  |  |  |  | Shares |  | Weighted-Average Exercise Price, per Share |  | Weighted-Average Remaining Contractual Term (years)
2023 |  |  |  |  |  |  |  |  |  |  |
Outstanding, beginning of period |  |  |  |  |  |  | 170,711 |  |  | $ | 23.19 |  |  |
Exercised |  |  |  |  |  |  | (40,719) |  |  | 23.88 |  |  |
Forfeited |  |  |  |  |  |  | (8,091) |  |  | 18.76 |  |  |
Outstanding, vested, and exercisable, end of period |  |  |  |  |  |  | 121,901 |  |  | $ | 23.26 |  |  | 3.87
2022 |  |  |  |  |  |  |  |  |  |  |
Outstanding, beginning of period |  |  |  |  |  |  | — |  |  | $ | — |  |  |
Options assumed from Pioneer Bancshares, Inc. |  |  |  |  |  |  | 431,645 |  |  | 23.32 |  |  |
Exercised |  |  |  |  |  |  | (259,890) |  |  | 23.40 |  |  |
Forfeited |  |  |  |  |  |  | (1,044) |  |  | 24.90 |  |  |
Outstanding, vested, and exercisable, end of period |  |  |  |  |  |  | 170,711 |  |  | $ | 23.19 |  |  | 5.62
At December 31, 2023 and 2022, the intrinsic value of the stock options was $1,239 and $2,263, respectively.

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_EquityAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration