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Share-Based Compensation Plans
3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Share-Based Compensation Plans

(11.) SHARE-BASED COMPENSATION PLANS

The Company maintains certain share-based compensation plans, approved by the Company’s shareholders, which are administered by the Management Development and Compensation Committee (the “MD&C Committee”) of the Board. The share-based compensation plans were established to allow for the granting of compensation awards to attract, motivate and retain employees, executive officers and non-employee directors who contribute to the long-term growth and profitability of the Company and to give such persons a proprietary interest in the Company, thereby enhancing their personal interest in the Company’s success.

The Company awards grants of performance-based restricted stock units (“PSUs”) to certain members of management. Fifty percent of the shares subject to each grant that ultimately vest are contingent on achieving specified return on average equity (“ROAE”) targets relative to the market index the Compensation Committee has selected as a peer group for this purpose. These shares will be earned based on the Company’s achievement of a relative ROAE performance requirement, on a percentile basis, compared to the market index over a three-year performance period. The remaining fifty percent of the PSUs that ultimately vest are contingent upon achievement of an average return on average assets (“ROAA”) performance requirement over a three-year performance period. The shares earned based on the achievement of the ROAE and ROAA performance requirement, if any, will vest on March 1 of the third year from the grant date assuming the recipient’s continuous service to the Company.

The Company granted restricted stock units (“RSUs”) and performance-based restricted stock units (“PSUs”) during the three months ended March 31, 2024 as follows:

 

 

Number of
   Underlying
Shares

 

 

Weighted Average Grant Date Fair Value

 

RSUs

 

 

129,665

 

 

$

15.58

 

PSUs

 

 

54,754

 

 

$

15.59

 

The grant-date fair value for the RSUs and PSUs granted during the three months ended March 31, 2024 was equal to the closing market price of our common stock on the date of grant reduced by the present value of the dividends expected to be paid on the underlying shares.

(11.) SHARE-BASED COMPENSATION PLANS (Continued)

Assuming the recipient’s continuous service to the Company, the RSUs granted during the three months ended March 31, 2024 will vest on the third anniversary of the grant date.

The Company amortizes the expense related to share-based compensation awards over the vesting period. Share-based compensation expense is recorded as a component of salaries and employee benefits in the consolidated statements of income for awards granted to management and as a component of other noninterest expense for awards granted to directors. The share-based compensation expense included in the consolidated statements of income, is as follows (in thousands):

 

 

 

Three months ended
March 31,

 

 

 

2024

 

 

2023

 

Salaries and employee benefits

 

$

528

 

 

$

510

 

Other noninterest expense

 

 

41

 

 

 

41

 

Total share-based compensation expense

 

$

569

 

 

$

551

 

 

 

 

 

 

 

 

Income tax benefit realized for compensation costs

 

$

286

 

 

$

368

 

 

At March 31, 2024, there was $5.2 million of unrecognized compensation expense related to unvested restricted stock awards and restricted stock units that is expected to be recognized over a weighted average period of 2.36 years.