Share-Based Compensation

12 Months Ended

Dec. 31, 2023

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, 2023, no shares remained reserved for issuance 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, restricted stock awards (“RSAs”), 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, RSAs, PSUs and RSUs for the year ended December 31, 2023 (in thousands, except per share data):


	For the Year Ended December 31, 2023
	Stock Options						Restricted Stock Awards			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 Shares (2)	Weighted Average Grant Date Fair Value per Share (1)		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, 2022	2,764	$	23.44				—	$	—	16	$	14.75	52	$	16.90
Granted	—	—					—	—		—	—		—	—
Forfeited	—	—					—	—		—	—		—	—
Exercised	(94)	14.77					n/a	n/a		n/a	n/a		n/a	n/a
Vested	—	—					—	—		(16)	14.75		(48)	16.96
Expired	(7)	29.17					n/a	n/a		n/a	n/a		n/a	n/a
Outstanding as of December 31, 2023	2,663	$	23.73	$	462	4.86	—	$	—	—	$	—	4	$	16.04
Exercisable as of December 31, 2023	2,538	$	24.18	$	308	4.75
2021 Omnibus Plan
Outstanding as of December 31, 2022	500	$	12.50				53	$	12.32	103	$	12.19	408	$	12.24
Granted	—	—					36	16.23		75	18.26		343	16.68
Forfeited	—	—					—	—		—	—		(4)	13.77
Exercised	—	—					n/a	n/a		n/a	n/a		n/a	n/a
Vested	n/a	n/a					(53)	$	12.32	—	—		(162)	12.88
Expired	—	—					n/a	n/a		n/a	n/a		n/a	n/a
Outstanding as of December 31, 2023	500	$	12.50	$	1,743	8.22	36	$	16.23	178	$	14.76	585	$	14.65
Exercisable as of December 31, 2023	167	$	12.50	$	581	8.22

(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, 2023, 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,
	2023		2022		2021
Compensation expense:
Stock options	$	996	$	1,882	$	2,390
Restricted stock	588		372		—
Performance share units	868		466		671
Restricted stock units	2,554		2,007		2,754
Total	$	5,006	$	4,727	$	5,815
Deferred tax benefits:
Stock options	$	41	$	126	$	226
Restricted stock	—		—		—
Performance share units	—		—		—
Restricted stock units	481		387		606
Total	$	522	$	513	$	832
Realized tax benefits:
Stock options	$	82	$	—	$	—
Restricted stock	207		—		—
Performance share units	—		—		64
Restricted stock units	501		286		590
Total	$	790	$	286	$	654
Excess tax benefits (shortfall):
Stock options	$	7	$	(88)	$	(600)
Restricted stock	47		—		—
Performance share units	—		—		(76)
Restricted stock units	(34)		(134)		15
Total	$	20	$	(222)	$	(661)
Weighted average fair value per option or share:
Stock option grants	$	—	$	1.64	$	2.66
Restricted stock grants	$	16.23	$	12.32	$	—
Performance share unit grants	$	18.26	$	12.19	$	14.68
Restricted stock unit grants	$	16.68	$	9.96	$	16.79
Intrinsic value of options exercised	$	315	$	—	$	—
Fair value of restricted stock vested	$	843	$	—	$	—
Fair value of performance share units vested	$	164	$	386	$	925
Fair value of restricted stock units vested	$	3,108	$	1,310	$	3,212
Cash received for strike price and tax withholdings	$	41	$	61	$	84
Shares acquired through cashless exercise (1)	104		36		69
Value of shares acquired through cashless exercise (1)	$	339	$	418	$	1,056

(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, 2023
	Stock Options		Restricted Stock		Performance Share Units		Restricted Stock Units
Unrecognized expense	$	391	$	274	$	1,488	$	8,077
Weighted average remaining years	1.08		0.5		1.67		2.35

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,
	2023			2022			2021
Weighted-average risk-free interest rate	—		%	2.21		%	0.86		%
Expected term of option in years	0.00			5.74			6.00
Weighted-average volatility	—		%	29.8		%	34.8		%
Dividend yield	—		%	6.9		%	5.2		%
Weighted-average grant date fair value per share	$	—		$	1.64		$	2.66

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. See “—Note 2 (Summary of Significant Accounting Policies — Share-based Compensation)” for additional information.