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STOCK COMPENSATION PLAN

12 Months Ended

Dec. 31, 2024

STOCK COMPENSATION PLAN

STOCK COMPENSATION PLAN

NOTE 13 — STOCK COMPENSATION PLAN

Equity Incentive Plan

At December 31, 2024, the Company maintained three stock compensation plans, the Amended and Restated 2022 Equity Incentive Plan (the “2022 EIP”), the 2019 Equity Incentive Plan (the “2019 EIP”) and the 2009 Equity Incentive Plan (the “2009 EIP”). The 2019 EIP expired on May 31, 2022 but has outstanding restricted stock awards subject to vesting schedules. The 2009 EIP has also expired but had outstanding stock options that were exercised in 2023.

The 2022 EIP was approved on May 31, 2022 by stockholders of the Company. On May 29, 2024, the stockholders of the Company approved the amendment and restatement of the 2022 EIP increasing the number of shares of common stock that may be issued under the plan by 358,000. Under the Amended and Restated 2022 EIP at December 31, 2024, the maximum number of shares of stock that may be delivered to participants in the form of restricted stock, restricted stock units and stock options, including ISOs and non-qualified stock options, is 297,312, subject to adjustment as set forth in the 2022 EIP, plus any awards that are made available under the 2019 EIP after March 15, 2022.

Stock Options

As of December 31, 2024 and 2023, no stock options were outstanding. There was no unrecognized compensation cost related to stock options at December 31, 2024 and 2023. There was no compensation cost related to stock options during the years ended December 31, 2024, 2023 and 2022.

Restricted Stock Awards and Restricted Stock Units

The Company issued restricted stock awards and restricted stock units under the 2022 EIP, 2019 EIP and the 2009 EIP (collectively, “restricted stock grants”) to certain key personnel. Each restricted stock grant vests based on the vesting schedule outlined in the restricted stock grant agreement. Restricted stock grants are subject to forfeiture if the holder is not employed by the Company on the vesting date.

In the first quarter of 2024, 2023 and 2022, 168,469, 170,998 and 72,025 restricted stock grants were issued to certain key personnel, respectively. One-third of these shares vest each year for three years beginning on March 1, 2025, March 1, 2024, and March 1, 2023, respectively. Total compensation cost that has been charged against income for restricted stock grants was $6.9 million, $6.0 million, and $4.5 million for years ended December 31, 2024, 2023 and 2022, respectively. As of December 31, 2024, there was $6.8 million of total unrecognized compensation expense related to the restricted stock awards. The cost is expected to be recognized over a weighted-average period of 1.69 years.

In January 2024, 2023 and 2022, 27,500, 27,500 and 11,126 of restricted shares were granted to members of the Board of Directors, which each fully vest one-year from the grant date. Total expense for these awards was $1.4 million, $1.6 million and $300,000 for the years ended December 31, 2024, 2023 and 2022, respectively. As of December 31, 2024, there was no unrecognized expense related to these grants.

The following table summarizes the changes in the Company’s restricted stock awards:


		Year ended
		December 31, 2024					December 31, 2023					December 31, 2022
				Weighted Average					Weighted Average					Weighted Average
				Grant Date					Grant Date					Grant Date
		Number of		Fair Value			Number of		Fair Value			Number of		Fair Value
		Shares		per Share			Shares		per Share			Shares		per Share
Outstanding, beginning of period		233,852		$	63.98		129,562		$	86.01		90,999		$	47.35
Granted		195,969			42.28		198,498			56.04		83,151			102.49
Forfeited		(19,243)			51.37		(29,218)			62.53		(578)			92.44
Vested		(133,483)			61.74		(64,990)			84.28		(44,010)			37.12
Outstanding at end of period		277,095		$	50.59		233,852		$	63.98		129,562		$	86.01

The total fair value of shares vested is $6.8 million, $3.7 million, and $3.6 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Performance-Based Stock Units

During the second quarter of 2022, the Company established a long-term incentive award program under the 2022 EIP. Under the program, 73,260 PRSUs were awarded in the second quarter of 2024, which vest over a three-year period beginning in June 2025 if certain performance criteria are met. The weighted average service inception date fair value of the outstanding awarded shares was $3.0 million. Total compensation cost that has been charged against income for these PRSUs was $640,000 for the year ended December 31, 2024.

During the second quarter of 2021, the Company established a long-term incentive award program under the 2019 EIP. Under the program, 90,000 PRSUs were awarded. During the second quarter of 2022, 20,800 PRSUs were forfeited and reissued pursuant to the 2022 EIP. The weighted average service inception date fair value of the outstanding awarded shares was $6.0 million. At the beginning of 2024, 2023, and 2022, 30,800, 29,200, and 30,000 PRSUs, respectively, vested as all performance criteria were met. All 90,000 vested shares were delivered in the first quarter of 2024. Total

compensation cost that has been charged against income for the PRSUs was $2.2 million and $1.9 million, for years ended December 31, 2023 and 2022, respectively.