Stock-Based Compensation Plans

6 Months Ended

Jun. 30, 2021

Stock-Based Compensation Plans [Abstract]

Note 10. Stock-Based Compensation Plans

We account for our stock-based compensation plans in accordance with the provisions of FASB ASC 718, Stock Compensation, which requires that a company measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. The cost is recognized in the consolidated statement of operations over the period during which an employee is required to provide service in exchange for the award.

Restricted and Performance Stock Grants

In May 2021, our Board of Directors and Shareholders approved an amendment and restatement to the 2016 Omnibus Incentive Plan (the “Plan”). The Plan, as amended and restated (1) increased the number of shares available for issuance under the Plan by 950,000 shares (from 1,100,000 shares to 2,050,000 shares); (2) increased the number of shares available for issuance to nonemployee directors by 100,000 (from 250,000 shares to 350,000 shares); and (3) revised the Plan in response to certain changes made in applicable federal tax laws. The restated and amended 2016 Omnibus Incentive Plan terminates in May 2026.

Under the revised and amended 2016 Omnibus Incentive Plan, we are authorized to issue, among other things, shares of restricted and performance-based stock to eligible employees and restricted stock to directors of up to 2,050,000 shares. Shares issued under the Plan that are cancelled, forfeited or expire by their terms are eligible to be granted again under the Plan.

As part of the Plan, we currently grant shares of restricted stock to eligible employees and our independent directors and performance-based shares to eligible employees. We grant eligible employees two types of restricted stock (standard restricted shares and long-term retention restricted shares). Standard restricted shares granted to employees become fully vested no earlier than three years after the date of grant. Long-term retention restricted shares granted to selected executives vest at a 25% rate on or within approximately two months of an executive reaching the ages 60 and 63, and become fully vested on or within approximately two months of an executive reaching the age 65. Restricted shares granted to directors become fully vested upon the first anniversary of the date of grant.

Performance-based shares issued to eligible employees are subject to a three-year measuring period and the achievement of performance targets and, depending upon the achievement of such performance targets, they may become vested no earlier than three years after the date of grant. Each period we evaluate the probability of achieving the applicable targets, and we adjust our accrual accordingly. Restricted shares (other than long-term retention restricted shares) and performance shares issued to certain key executives and directors are subject to a one or two year holding period upon the lapse of the vesting period. Forfeitures on stock grants are estimated at 5% for employees and 0% for executives and directors based on our evaluation of historical and expected future turnover.

Our restricted and performance-based share activity was as follows for the six months ended June 30, 2021:

	Shares			Weighted Average Grant Date Fair Value Per Share
Balance at December 31, 2020		839,686		$	34.77
Granted		7,000			39.03
Vested		(56,845	)		31.90
Forfeited		(10,625	)		38.76
Balance at June 30, 2021		779,216		$	34.96

We recorded compensation expense related to restricted shares and performance-based shares of $4 million ($3 million, net of tax) and $3 million ($2.2 million, net of tax) for the six months ended June 30, 2021 and 2020, respectively. The unamortized compensation expense related to our restricted and performance-based shares was $13.1 million at June 30, 2021, and is expected to be recognized as they vest over a weighted average period of 4 years and 0.8 years for employees and directors, respectively.