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STOCK COMPENSATION
 12 Months Ended
Dec. 31, 2024
Share-Based Payment Arrangement [Abstract]  
STOCK COMPENSATION STOCK COMPENSATION
The Company recorded stock compensation of $7.4 million, $6.0 million, and $4.3 million in 2024, 2023, and 2022, respectively.  

Titan International, Inc. Equity and Incentive Compensation Plan
The Company adopted a new Titan International, Inc. Equity and Incentive Compensation Plan at the 2021 Annual Meeting of Stockholders to provide stock compensation as a means of attracting and retaining qualified independent directors and employees for the Company.  A total of 2.5 million shares are available for future issuance under the equity incentive plan at December 31, 2024.  

Stock Options
Under the Company's Equity Incentive Plan (or its predecessor plan), the Company granted no stock options in 2024, 2023, and 2022. The exercise price of stock options may not be less than the fair market value of the common stock on the date of the grant.  The vesting and term of each option is set by the Board of Directors. All options outstanding at December 31, 2024 are fully vested and expire 10 years from the grant date.
The following is a summary of activity in stock options during the year ended December 31, 2024:
 Shares Subject
to Option		Weighted-Average
Aggregate Intrinsic Value
(in thousands)
Exercise Price
Remaining Contractual Life
(in Years)
Outstanding, December 31, 2023348,200 $11.62 2.64 
Granted— —   
Exercised— —   
Forfeited/Expired(59,000)16.37   
Outstanding, December 31, 2024289,200 $10.65 2.09$— 
Exercisable, December 31, 2024289,200 $10.65 2.09$— 

The Company uses the Black-Scholes option pricing model to determine the fair value of its stock options.  The determination of the fair value of stock option awards on the date of grant using option pricing models is affected by the Company’s stock price, as well as assumptions regarding a number of complex and subjective variables.  These variables include the Company’s expected stock price volatility over the expected term of the awards, actual and projected stock option exercise behaviors, risk-free interest rates, and expected dividends.  The expected term of options represents the period of time over which options are expected to be outstanding and is estimated based on historical experience.  Expected volatility is based on the historical volatility of the Company’s common stock calculated over the expected term of the option.  The risk-free interest rate is based on U.S. Treasury yields in effect at the date of grant.

Restricted Stock Units and Performance Stock Units
Under the Company's Equity Incentive Plan (or its predecessor plan), the Company granted restricted stock units ("RSUs") to eligible employee and the members of the Company's Board of Directors. The restricted stock units to employees vest over a period of three years. The restricted stock units to the members of the Company's Board of Directors vest over a period of one year. At the time of grant, the Company estimates forfeitures, based on historical experience, in order to estimate the portion of the award that will ultimately vest. During 2024, 2023 and 2022, 665,473, 571,530, and 552,992 RSUs were granted, respectively. The Company recorded $6.5 million, $5.1 million and $3.4 million stock compensation expense associated with RSUs for the year ended December 31, 2024, 2023, and 2022, respectively.

On December 28, 2021, the Company awarded certain named executive officers grants of long-term performance stock units (PSU) based on the achievement of certain adjusted-EBITDA targets for the fiscal years commencing January 1, 2021 and ending December 31, 2024. The number of shares earned could range between 0% and 125% of the target amount depending upon performance achieved over the four year vesting period. The Company recorded $0.9 million, $0.9 million and $0.9 million of stock compensation expense associated with PSUs for the year ended December 31, 2024, 2023, and 2022, respectively.

A summary of RSU and PSU activity for the year ended December 31, 2024, is presented in the following table:
RSUPSU (a)Total SharesWeighted-Average Grant Date Fair Value
Unvested at December 31, 2023973,646 328,948 1,302,594 $11.33 
   Granted665,473 — 665,473 11.11 
   Vested(494,783)(328,948)(823,731)11.08 
   Forfeited/Expired(2,000)— (2,000)12.86 
Unvested at December 31, 20241,142,336 — 1,142,336 $11.38 

(a) The PSU awards are presented at maximum payout of 125% of the target amount and vested at December 31, 2024. The PSU award agreements indicate the shares will be issued within 15 calendar days from the filing date of the Company's Form 10-K for the year ended December 31, 2024.
Pre-tax unrecognized compensation expense for unvested RSUs and PSUs was $8.2 million at December 31, 2024, and will be recognized as an expense over a weighted-average period of 1.2 years.

The fair value of shares vested, based on the stock's fair value on the vesting date, was $8.0 million, $5.1 million, and $6.0 million for the years ended December 31, 2024, 2023, and 2022, respectively.