Shareholders’ Equity and Stock Incentive Plans

6 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Shareholders’ Equity and Stock Incentive Plans

Share Repurchase Program

On August 3, 2021, the Company’s Board of Directors authorized a share repurchase program of $50 million, which was re-authorized on May 3, 2022 and subsequently increased to $75 million on November 1, 2022. Share repurchases may be made from time to time in open market transactions, block trades or in private transactions in accordance with applicable securities laws and regulations and other legal requirements, including compliance with the Company’s finance agreements. There is no minimum number of shares that the Company is required to repurchase and the repurchase program may be suspended or discontinued at any time without prior notice. As of June 30, 2023, the Company had $61.5 million of remaining share repurchase availability under its November 1, 2022 authorization. On July 27, 2023, the Company’s Board of Directors increased its share repurchase program to $100 million.

The Company did not repurchase any of its shares during the three and six months ended June 30, 2023. The following table includes the Company’s share repurchase activity for the three and six months ended June 30, 2022:


	Three Months Ended June 30,		Six Months Ended June 30,
	2022		2022
(In thousands, except per share data)
Shares repurchased (1)	515		784
Total cost, including brokerage fees	$	22,474	$	37,670
Average repurchase price per share (2)	$	43.63	$	50.08

(1)All repurchased shares were retired and constitute authorized but unissued shares.

(2)Figures in the table may not recalculate exactly due to rounding. Average repurchase price per share is calculated based on unrounded numbers.

Stock Options

The following table summarizes the Company’s stock option activity:


	Stock Options
	Shares	Weighted-Average Exercise Price
Outstanding at January 1, 2023	2,071,994	$	11.35
Granted	—	$	—
Exercised	(41,140)	$	16.37
Cancelled	—	$	—
Expired	—	$	—
Outstanding at June 30, 2023	2,030,854	$	11.25
Exercisable at June 30, 2023	2,030,854	$	11.25

There was no share-based compensation expense related to stock options for the three and six months ended June 30, 2023 and 2022. The Company did not have any remaining unrecognized share-based compensation expense related to stock options as of June 30, 2023 and 2022.

Restricted Stock Units

The following table summarizes the Company’s activity related to time-based restricted stock units (“RSUs”) and performance-based restricted stock units (“PSUs”):


	RSUs			PSUs
	Shares	Weighted-Average Grant Date Fair Value		Shares (1)		Weighted-Average Grant Date Fair Value
Outstanding at January 1, 2023	547,671	$	26.09	1,076,159	(2)	$	17.17
Granted	159,043	$	42.17	114,898	(1)	$	41.92
Vested	(285,179)	$	22.79	(733,574)	(3)	$	8.86
Cancelled	—	$	—	(8,699)	(4)	$	53.51
Outstanding at June 30, 2023	421,535	$	34.38	448,784		$	36.40

(1) The number of shares for the PSUs listed as granted represents the “target” number of PSUs granted to each recipient eligible to vest if the Company meets its “target” performance goals for the applicable period. The actual number of PSUs eligible to vest for those PSUs will vary depending on whether or not the Company meets or exceeds the applicable threshold, target, or maximum performance goals for the PSUs, with 200% of the “target” number of PSUs eligible to vest at “maximum” performance levels.

(2) Includes PSUs granted in March 2020 and March 2021 at 200% of the target and PSUs granted in March 2022 at target.

(3) Represents PSUs granted in March 2020 that vested in March 2023 at 200% of the target PSUs.

(4) The Company’s financial results for the applicable performance goals were certified during the three months ended March 31, 2023 and 89.6% of the target PSUs granted in March 2022 were deemed “earned.” This resulted in the reduction of the PSUs granted in March 2022 to the number of PSUs eligible to vest from 83,579 to 74,880.

Share-based compensation expense related to RSUs was $1.9 million and $3.7 million for the three and six months ended June 30, 2023, respectively, and $1.8 million and $3.3 million for the three and six months ended June 30, 2022, respectively. Share-based compensation expense related to PSUs was $1.4 million and $2.9 million for the three and six months ended June 30, 2023, respectively, and $1.5 million and $3.1 million for the three and six months ended June 30, 2022, respectively.

As of June 30, 2023, there was $11.2 million and $8.4 million of unrecognized share-based compensation expense related to RSUs and PSUs, respectively, which is expected to be recognized over a weighted-average period of 1.6 years and 1.4 years for RSUs and PSUs, respectively. As of June 30, 2022, there was $11.8 million and $9.8 million of unrecognized share-based compensation expense related to RSUs and PSUs, respectively, which is expected to be recognized over a weighted-average period of 2.0 years for both RSUs and PSUs.

As of June 30, 2023, a total of 3,988,688 shares of the Company’s common stock remained available for grants of awards under the Golden Entertainment, Inc. 2015 Incentive Award Plan, which includes the annual increase in the number of shares available for grant on January 1, 2023 of 1,127,160 shares.