Share-Based Compensation

12 Months Ended

Dec. 31, 2021

Share-based Payment Arrangement [Abstract]

SHARE-BASED COMPENSATION

Equity Compensation Plans

In prior periods the Company managed its equity compensation under the 2009 Omnibus Incentive Plan (the “2009 Plan”). In April 2021, the Company’s Board of Directors adopted, subject to shareholder approval, the 2021 Omnibus Incentive Plan (the “2021 Plan”). The 2021 Plan was approved by the Company’s shareholders effective June 11, 2021, at which time the 2009 Plan was terminated. Shares reserved for future issuance under the 2009 Plan are no longer available and no further grants will be made under this plan.

At the inception of the Company’s 2021 Plan, 1,835,000 shares were initially reserved for issuance. At December 31, 2021, 1,621,000 shares remained reserved for issuance and were available for new awards under the incentive plan.

Awards under the Incentive Plan may include incentive stock options, non-qualified stock option awards (“Stock Option”), stock appreciation rights, non-vested shares of common stock, performance share units (“PSUs”), restricted stock units (“RSUs”), and other share-based awards and cash-based incentive awards. Awards under the Incentive Plan may be granted to employees, directors, consultants or other persons providing services to the Company or its affiliates.

The following table provides certain information related to Stock Options, Restricted Stock, PSUs and RSUs for the year ended December 31, 2021 (in thousands, except per share data):


	For the Year Ended December 31, 2021
	Stock Options						Performance Share Units		Restricted Stock Units
	Number of Options (2)	Weighted Average Exercise Price per Share (1)		Aggregate Intrinsic Value		Weighted Average Remaining Term		Number of Share Units (2)	Weighted Average Grant Date Fair Value per Share Units (1)		Number of Share Units (2)	Weighted Average Grant Date Fair Value per Share Units (1)
2009 Omnibus Plan
Outstanding as of December 31, 2020	3,102	$	23.74					66	$	32.59	277	$	15.97
Granted	375	14.75						100	14.68		25	15.76
Forfeited	(103)	16.82						(54)	16.48		(15)	16.74
Exercised	—	—						n/a	n/a		n/a	n/a
Vested	n/a	n/a						(62)	27.68		(207)	15.56
Expired	(554)	20.38						n/a	n/a		n/a	n/a
Outstanding as of December 31, 2021	2,820	$	23.46	$	1,077	6.82		50	$	20.17	80	$	16.84
Exercisable as of December 31, 2021	1,749	$	26.76	$	78	5.76
2021 Omnibus Plan
Outstanding as of December 31, 2020	—	—						—	—		—	—
Granted	—	—						—	—		214	16.91
Forfeited	—	—						—	—		—	—
Exercised	—	—						n/a	n/a		n/a	n/a
Vested	n/a	n/a						—	—		—	—
Expired	—	—						n/a	n/a		n/a	n/a
Outstanding as of December 31, 2021	—	$	—	$	—	—		—	$	—	214	$	16.91
Exercisable as of December 31, 2021	—	$	—	$	—	—

(1)Unless otherwise specified, such as in the case of the exercise of Stock Options, the per share prices were determined using the closing price of the Company’s Common Stock as quoted on the exchanges on which the Company was listed. Shares issued upon exercise of options represent original issuances in private transactions pursuant to Section 4(2) of the Securities Act of 1933, as amended or issuances under the Company’s Incentive Plan.

(2)All shares outstanding as of December 31, 2021, are expected to vest.


n/a			Not applicable

The following table provides certain information in connection with the Company’s share-based compensation arrangements for the periods presented (in thousands):


	Years Ended December 31,
	2021		2020		2019
Compensation expense:
Stock options	$	2,390	$	4,519	$	6,516
Restricted stock	—		514		3,104
Performance share units	671		945		2,508
Restricted stock units	2,754		2,717		880
Total	$	5,815	$	8,695	$	13,008
Deferred tax benefits:
Stock options	$	226	$	719	$	1,522
Restricted stock	—		—		47
Performance share units	—		52		185
Restricted stock units	606		106		—
Total	$	832	$	877	$	1,754
Realized tax benefits:
Stock options	$	—	$	—	$	577
Restricted stock	—		—		37
Performance share units	64		275		1,163
Restricted stock units	590		—		—
Total	$	654	$	275	$	1,777
Excess tax benefits (shortfall):
Stock options	$	(600)	$	(209)	$	415
Restricted stock	—		—		(18)
Performance share units	(76)		(28)		244
Restricted stock units	15		—		—
Total	$	(661)	$	(237)	$	641
Weighted average fair value per option or share:
Stock option grants	$	2.66	$	3.67	$	9.82
Restricted stock grants	$	—	$	—	$	30.73
Performance share unit grants	$	14.68	$	—	$	33.47
Restricted stock unit grants	$	16.79	$	16.13	$	26.47
Intrinsic value of options exercised	$	—	$	—	$	2,343
Fair value of restricted stock vested	$	—	$	252	$	2,783
Fair value of performance share units vested	$	925	$	2,151	$	5,520
Fair value of restricted stock units vested	$	3,212	$	1,559	$	657
Cash received for strike price and tax withholdings	$	84	$	—	$	238
Shares acquired through cashless exercise (1)	69		64		186
Value of shares acquired through cashless exercise (1)	$	1,056	$	1,315	$	6,133

(1)All shares acquired represent shares tendered to cover the strike price for options and tax withholdings on the intrinsic value of Stock Options exercised, Restricted Stock vested, PSUs vested or RSUs vested. These shares have been canceled by the Company.

The following table provides the amount of unrecognized compensation expense as of the most recent balance sheet date and the weighted average period over which those expenses will be recorded for Stock Options, Restricted Stock, PSUs and RSUs (dollars in thousands):


	As of December 31, 2021
	Stock Options		Performance Share Units		Restricted Stock Units
Unrecognized expense	$	2,464	$	197	$	4,243
Weighted average remaining years	1.52		0.71		2.68

Stock Options

Stock Options granted by the Company generally expire between five to ten years from the grant date and generally vest over a one- to three-year service period commencing on the grant date.

The Company used the modified Black-Scholes model to estimate the fair value of employee Stock Options on the date of grant utilizing the assumptions noted below. The risk-free rate is based on the U.S. Treasury bill yield curve in effect at the time of grant for the expected term of the option. The expected term of options granted represents the period of time that the options are expected to be outstanding. Expected volatilities are based on historical volatilities of our Common Stock. The dividend yield was based on expected dividends at the time of grant.

The following table provides the assumptions utilized in the Black-Scholes model for Stock Options granted during the periods presented:


	Years Ended December 31,
	2021			2020			2019
Weighted-average risk-free interest rate	0.86		%	0.49		%	2.44		%
Expected term of option in years	6.00			6.00			6.00
Weighted-average volatility	34.8		%	35.8		%	38.1		%
Dividend yield	5.2		%	4.3		%	2.4		%
Weighted-average grant date fair value per share	$	2.66		$	3.67		$	9.82

Restricted Stock, Performance Share Units and Restricted Stock Units

Restricted Stock, Performance Share Units and Restricted Stock Units are awarded to certain employees in consideration for services rendered pursuant to terms of employment agreements or to provide employees a continued incentive to share in the success of the Company. Restricted Stock generally vests over a one- to three-year service period commencing on the grant date. Each performance share unit has a value equal to one share of common stock and generally vests over a three-year service period commencing on the grant date. Each restricted stock unit has a value equal to one share of common stock and generally vests over a one- to three-year service period commencing on the grant date.