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SHARE-BASED COMPENSATION | 9 Months Ended
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Sep. 30, 2023
SHARE-BASED COMPENSATION |
SHARE-BASED COMPENSATION | 12. SHARE-BASED COMPENSATION Pursuant to the Legacy Housing Corporation 2018 Incentive Compensation Plan (the “Compensation Plan”), the Company may issue up to 10.0 million equity awards to employees, directors, consultants and nonemployee service providers in the form of stock options, stock, restricted stock and stock appreciation rights. Stock options may be granted with a contractual life of up to ten years. At September 30, 2023, the Company had 9.7 million shares available for grant under the Compensation Plan. Restricted Stock Units In February 2019, the Company granted 120,000 restricted shares of its common stock to members of senior management. The shares were granted on February 7, 2019 and had a grant date fair value of $1,636. The shares vest at a rate of 14.3% annually, beginning on February 7, 2019, and become fully vested on February 7, 2025. During the second quarter of 2020, 42,857 of these restricted shares were forfeited due to the departure of a member of senior management. In November 2021, the Company granted 1,202 restricted shares of its common stock to the independent directors on the Company’s Board of Directors. The shares were granted on November 30, 2021 and had a grant date fair value of $30. The shares became fully vested on October 24, 2022. In January 2022, the Company granted 150,000 restricted shares of its common stock to the Executive Chairman of the Company pursuant to an amended and restated employment agreement. The shares were granted on January 6, 2022 and had a grant date fair value of $3,741. The shares became fully vested upon grant. On January 6, 2022, the Company gave contingent equity awards of 350,000 shares of the Company’s restricted stock to the Executive Chairman of the Company pursuant to an amended and restated employment agreement. An equity award of 175,000 shares will be granted if the Company’s stock price closes at $36 per share for a period of fifteen consecutive market days (the “$36 Equity Award”). The $36 Equity Awards had a grant date fair value of $1,412. Fifty percent of the shares vested at grant and fifty percent shall vest on June 16, 2024, so long as the Executive Chairman is employed by the Company on that date. An additional equity award of 175,000 shares of the Company’s restricted stock will be granted if the Company’s stock price closes at $48 per share for a period of fifteen consecutive market days (the “$48 Equity Award”). The $48 Equity Awards had a grant date fair value of $683. Fifty percent of the shares vested at grant and fifty percent shall vest on June 16, 2024, so long as the Executive Chairman is employed by the Company on that date. On November 15, 2022, the Company entered into a rescission and relinquishment agreement (the “Rescission Agreement”) with the Executive Chairman. The Rescission Agreement allows the Executive Chairman to rescind and relinquish the $36 Equity Awards and the $48 Equity Awards granted under the amended and restated employment agreement and allows the Company to accept such rescission and relinquishment without penalty. The effective date of the Rescission Agreement was October 1, 2022. On June 7, 2022, the Company granted 14,700 restricted shares of its common stock to the Chief Executive Officer of the Company pursuant to an employment agreement. The shares were granted on June 7, 2022 and had a grant date fair value of $235. One-half of the shares vested on June 7, 2023 and the remaining half vest on June 7, 2024. On June 7, 2022, the Company granted 301 restricted shares of its common stock to an independent director on the Company’s Board of Directors. The shares were granted on June 7, 2022 and had a grant date fair value of $5. The shares became fully vested on October 24, 2022. In November 2022, the Company granted 1,734 restricted shares of its common stock to the independent directors on the Company’s Board of Directors. The shares were granted on November 29, 2022 and had a grant date fair value of $30. The shares become fully vested on October 23, 2023. The following is a summary of restricted stock units (the “RSU”) activity (in thousands, except per unit data):
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Number of Units | ​ | ​ | Weighted Average Grant Date Fair Value Per Unit
Nonvested, January 1, 2023 | ​ | 42 | ​ | $ | 14.61
Granted | ​ | — | ​ | $ | —
Vested | ​ | (16) | ​ | $ | 14.73
Canceled | ​ | — | ​ | $ | —
Nonvested, September 30, 2023 | ​ | 26 | ​ | $ | 14.54
​ As of September 30, 2023, approximately 26,000 RSUs remained unvested. The unrecognized compensation expense related to these RSUs at September 30, 2023 was $242 and is expected to be recognized over 1.33 years. Stock Options On August 10, 2020, the Company granted 34,626 incentive stock options to a member of senior management at an exercise price of $14.44 per share. The options vest at a rate of 20.0% annually, beginning on August 10, 2021, and become fully vested on August 10, 2025. All options expire ten years after the date of grant. Weighted-average assumptions used in the Black-Scholes option pricing model for stock options granted were as follows: risk free interest rate of 0.24%, dividend yield of 0.00%, expected volatility of common stock of 75.0% and expected life of options of 6.5 years. During the first quarter of 2022, 27,701 of these options were forfeited due to the individual’s departure. On September 23, 2021, the Company granted 55,490 incentive stock options to a member of management at an exercise price of $18.02 per share. The options vest at a rate of 10.0% annually, beginning on September 23, 2022, and become fully vested on September 23, 2031. All options expire ten years after the date of grant. Weighted-average assumptions used in the Black-Scholes option pricing model for stock options granted were as follows: risk free interest rate of 1.41%, dividend yield of 0.00%, expected volatility of common stock of 75.0% and expected life of options of 7.8 years. During the fourth quarter of 2022, these options were forfeited due to the individual’s departure. On June 7, 2022, the Company granted 62,460 incentive stock options to the Chief Executive Officer at an exercise price of $16.01 per share. The options vest at a rate of 10.0% annually, beginning on June 7, 2023, and become fully vested on June 7, 2032. All options expire ten years after the date of grant. Weighted-average assumptions used in the Black-Scholes option pricing model for stock options granted were as follows: risk free interest rate of 2.98%, dividend yield of 0.00%, expected volatility of common stock of 45.7% and expected life of options of 7.8 years. On June 7, 2022, the Company granted options to purchase 900,000 shares of the Company’s stock to the Chief Executive Officer. This grant included an option to purchase 300,000 shares of the Company’s stock at an exercise price of $36.00 per share and an option to purchase 600,000 shares of the Company’s stock at an exercise price of $48.00 per share. The options vest at a rate of 10.0% annually, beginning on June 7, 2023, and become fully vested on June 7, 2032. All options expire ten years after the date of grant. Weighted-average assumptions used in the Black-Scholes option pricing model for stock options granted were as follows: risk free interest rate of 2.98%, dividend yield of 0.00%, expected volatility of common stock of 45.7% and expected life of options of 7.8 years. On June 7, 2022, the Company granted 62,460 incentive stock options to the Chief Financial Officer at an exercise price of $16.01 per share. The options vest at a rate of 10.0% annually, beginning on June 7, 2023, and become fully vested on June 7, 2032. All options expire ten years after the date of grant. Weighted-average assumptions used in the Black-Scholes option pricing model for stock options granted were as follows: risk free interest rate of 2.98%, dividend yield of 0.00%, expected volatility of common stock of 45.7% and expected life of options of 7.8 years. During the third quarter of 2023, the unvested options were forfeited due to the individual’s departure. On June 22, 2023, the Company granted 22,104 incentive stock options to a member of management at an exercise price of $22.62 per share. The options vest at a rate of 20.0% annually, beginning on June 22, 2023, and become fully vested on June 22, 2028. All options expire five years after the date of grant. Weighted-average assumptions used in the Black-Scholes option pricing model for stock options granted were as follows: risk free interest rate of 4.03%, dividend yield of 0.00%, expected volatility of common stock of 85.0% and expected life of options of 4.0 years. The following is a summary of option activity (number of units in thousands):
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Number of Units |  | Weighted Average Exercise Price Per Unit |  | Weighted Average Grant Date Fair Value Per Unit |  | Weighted Average Remaining Contractual Life |  | Aggregate Intrinsic Value
Outstanding, January 1, 2022 | ​ | 83 | ​ | $ | 16.83 | ​ | $ | 12.27 | ​ | 9.36 | ​ | ​ | ​
Granted | ​ | 1,025 | ​ | $ | 40.59 | ​ | $ | 4.99 | ​ | 9.94 | ​ | ​ | ​
Exercised | ​ | — | ​ | $ | — | ​ | $ | — | ​ | — | ​ | ​ | ​
Forfeited | ​ | (28) | ​ | $ | 14.44 | ​ | $ | 8.67 | ​ | — | ​ | ​ | ​
Outstanding, September 30, 2022 | ​ | 1,080 | ​ | $ | 39.54 | ​ | $ | 5.41 | ​ | 9.66 | ​ | $ | —
Exercisable, September 30, 2022 | ​ | 5 | ​ | $ | 18.02 | ​ | $ | 14.07 | ​ | 8.99 | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Outstanding, January 1, 2023 | ​ | 1,025 | ​ | $ | 40.59 | ​ | $ | 4.99 | ​ | 9.44 | ​ | ​ | ​
Granted | ​ | 22 | ​ | $ | 22.62 | ​ | $ | 14.39 | ​ | 4.73 | ​ | ​ | ​
Exercised | ​ | (6) | ​ | $ | 16.01 | ​ | $ | 8.57 | ​ | — | ​ | ​ | ​
Forfeited | ​ | (56) | ​ | $ | 16.01 | ​ | $ | 8.57 | ​ | — | ​ | ​ | ​
Outstanding, September 30, 2023 | ​ | 985 | ​ | $ | 41.74 | ​ | $ | 4.97 | ​ | 8.60 | ​ | $ | —
Exercisable, September 30, 2023 | ​ | 6 | ​ | $ | 16.01 | ​ | $ | 8.57 | ​ | 8.69 | ​ | $ | 21
​ As of September 30, 2023, approximately 985,000 options remained nonvested. Unrecognized compensation expense related to these options at September 30, 2023 was $4,279 and is expected to be recognized over 8.6 years.

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