Stock-based Compensation

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Share-based Compensation

Share-based compensation awards prior to April 17, 2023 were issued under the Company's Amended and Restated Omnibus Stock and Performance Compensation Plan (the "Prior Plan"). On April 18, 2023, shareholders approved the 2023 Omnibus Stock and Performance Compensation Plan (the "2023 Omnibus Plan") to replace the Prior Plan. 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.

Restricted Stock

Restricted shares granted to Company employees are amortized to expense over the three-year cliff vesting period. 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.

Changes in restricted shares outstanding for the year ended December 31, 2024 were as follows:


	Shares	Weighted Average Grant Date Fair Value
Balance at December 31, 2023	237,780	$	42.17
Granted	57,502	44.01
Vested	(39,764)	40.42
Forfeited	(710)	43.70
Balance at December 31, 2024	254,808	$	42.87

During 2023 and 2022, 57,837 and 64,151 shares, respectively, were granted with weighted average per share market values at date of grant of $44.61 in 2023 and $39.30 in 2022. The fair value of such shares are based on the market price on the date of grant. Amortization of restricted stock bonus awards totaled $2.1 million for 2024, $2.2 million for 2023 and $2.4 million for 2022. As of December 31, 2024, the total unrecognized compensation expense related to non-vested restricted stock awards was $1.7 million, and the related weighted average period over which it is expected to be recognized is approximately 0.95 years. The total fair value of shares vested during the years ended December 2024, 2023, and 2022 was $1.6 million, $1.3 million, and $1.1 million, respectively.

Performance-Based Restricted Stock

The Company has granted three-year 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, based on 100% of target value, for the year ended December 31, 2024:


	Shares	Weighted Average Grant Date Fair Value
Balance at December 31, 2023	159,073	$	42.74
Granted	51,261	44.29
Vested	(50,840)	40.74
Forfeited	(1,066)	43.70
Balance at December 31, 2024	158,428	$	43.87

The PBRS that vested during the year ended December 31, 2024 achieved weighted average financial goals of 135.4% of target, resulting in the issuance of 68,834 shares of common stock. The PBRS that vested during the year ended December 31, 2023 achieved weighted average financial goals of 86.7% of target, resulting in the issuance of 26,499 shares of common stock. The outstanding PBRS at December 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

During 2024, there were no SARs granted and no expense recognized. As of December 31, 2024, there was no unrecognized compensation expense related to SARs.

Changes in SARs outstanding for the year ended December 31, 2024 were as follows:


	SARs	Weighted Average Exercise Price
Balance at December 31, 2023	30,409	$	46.70
Expired	(30,409)	46.70

Balance at December 31, 2024	—	—
Exercisable at December 31, 2024	—	$	—

The total intrinsic value of SARs exercised during 2024 and 2023 was $0 and $508,000, respectively.

The average remaining contractual term for SARs outstanding as of December 31, 2023 was 0.08 years, and the aggregate intrinsic value was $0.

The total compensation cost for share-based payment arrangements was $3.2 million, $4.1 million, and $6.7 million in 2024, 2023, and 2022, respectively.