Stock-Based Compensation

3 Months Ended

Mar. 31, 2024

Share-Based Payment Arrangement [Abstract]

On February 16, 2023, the Board of Directors adopted the 2023 Omnibus Stock and Performance Compensation Plan (the "2023 Omnibus Plan"), which was approved by the Company's shareholders on April 18, 2023. The 2023 Omnibus Plan permits the issuance of up to 1.0 million shares of the Company’s common stock in the form of stock options, SARs, restricted stock, restricted stock units, phantom stock, and performance awards. During the three months ended March 31, 2024, 36,852 time-based restricted shares and 51,261 performance-based restricted shares were granted under the 2023 Omnibus Plan. Stock-based compensation expense for the three months ended March 31, 2024 and 2023 was $1.2 million and $2.0 million, respectively.

Restricted Stock

Restricted shares granted to Company employees are amortized to expense over a three-year cliff vesting period, or until vesting occurs upon retirement. Restricted shares granted to members of the Board of Directors are amortized to expense over a one-year service period, with the exception of those shares granted in lieu of cash payments for retainer fees which are expensed in the period earned.

As of March 31, 2024, the total unrecognized compensation expense related to non-vested restricted shares was $2.4 million, and the related weighted-average period over which it is expected to be recognized is approximately 0.97 years.

Following is a summary of the activity of the Company's restricted stock for the three months ended March 31, 2024, with total shares and weighted-average fair value:


	Three Months Ended March 31, 2024
	Shares	Fair Value
Balance at December 31, 2023	237,780	$	42.17
Granted	36,852	44.39
Vested	(37,577)	40.49
Forfeitures	(710)	43.70
Balance at March 31, 2024	236,345	$	42.79

Performance-Based Restricted Stock

The Company has granted three-year performance-based restricted stock (“PBRS”) awards which are contingent upon the Company’s achievement of pre-established financial goals over a three-year cliff vest period. The number of shares issued ranges from 0% to 150% of the target opportunity based on the actual achievement of financial goals for the three-year performance period.

Following is a summary of the activity of the PBRS for the three months ended March 31, 2024, based on 100% of target value:


	Three Months Ended March 31, 2024
	Shares	Fair Value
Balance at December 31, 2023	159,073	$	42.74
Granted	51,261	48.19
Vested	(50,840)	40.74
Forfeitures	(1,066)	43.70
Balance at March 31, 2024	158,428	$	43.87

The PBRS that vested during the three months ended March 31, 2024 were based on the Company's achievement of 135.4% of target financial goals for the 2021-2023 performance period, resulting in the issuance of 68,834 shares of common stock. The outstanding PBRS at March 31, 2024 will vest at scheduled vesting dates and the actual number of shares of common stock issued will range from 0% to 150% of the target opportunity based on the actual achievement of financial goals for the respective three-year performance period.

SARs

There were no SARs granted and no expense recognized during the three months ended March 31, 2024. Following is a summary of the activity of the Company’s SARs program for the three months ended March 31, 2024:


	Shares	Weighted- Average Exercise Price		Average Remaining Contractual Term Years	Aggregate Intrinsic Value (In thousands)
Balance at December 31, 2023	30,409	$	46.70	0.08	$	—

Forfeited	(30,409)	46.70		0.00	—
Exercisable at March 31, 2024	—	$	—	0.00	$	—