Note 13 — Stock Based Compensation

The Company’s 2016 Incentive Plan (‘‘Plan’’), approved by the Company’s stockholders in June 2016, permits the Company to grant, among other things, stock options, restricted stock, RSUs, performance share awards and dividend equivalent rights and any one or more of the foregoing to its employees, officers, directors and consultants. A maximum of 750,000 shares of the Company’s common stock is authorized for issuance pursuant to this Plan. As of June 30, 2018, (i) restricted stock awards with respect to 284,850 shares had been issued, of which 200 shares were forfeited and 3,000 shares had vested, and (ii) as further described below, RSUs with respect to 76,250 shares had been issued and are outstanding.

Under the Company’s 2012 Incentive Plan, as of June 30, 2018, 500,700 shares had been issued, of which 3,400 shares were forfeited and 127,450 shares had vested. No additional awards may be granted under this plan.

For accounting purposes, the restricted stock is not included in the shares shown as outstanding on the balance sheet until they vest; however, dividends are paid on the unvested shares. The restricted stock grants are charged to General and administrative expense over the respective vesting periods based on the market value of the common stock on the grant date. Unless earlier forfeited because the participant’s relationship with the Company terminated, unvested restricted stock awards vest on the fifth anniversary of the grant date, and under certain circumstances may vest earlier.

In each of 2017 and July 2018, the Company granted RSUs exchangeable for up to 76,250 shares of common stock upon satisfaction, through June 30, 2020 and June 30, 2021, respectively, of specified conditions. Specifically, up to 50% of these RSUs vest upon achievement of metrics related to average annual total stockholder return (the “TSR Awards”), which metrics meet the definition of a market condition, and up to 50% vest upon achievement of metrics related to average annual return on capital (the “ROC Awards”), which metrics meet the definition of a performance condition. The holders of the RSUs are not entitled to dividends or to vote the underlying shares until such RSUs vest and shares are issued. Accordingly, the shares underlying these RSUs are not included in the shares shown as outstanding on the balance sheet. For the ROC Awards, the performance assumptions are re-evaluated quarterly. Expense is not recognized on the RSUs which the Company does not expect to vest as a result of service conditions or the Company’s performance expectations.

Based on performance and market assumptions, the total amount recorded as deferred compensation for the 2017 grant of RSUs is $1,005,000, and such sum will be charged to General and administrative expense over the three year performance cycle. None of these RSUs were forfeited or vested during the six months ended June 30, 2018.

In 2010, RSUs exchangeable for up to 200,000 shares of common stock were awarded pursuant to the Company’s 2009 Incentive Plan. The holders of RSUs were not entitled to dividends or to vote the underlying shares until the RSUs vested and the underlying shares were issued. During 2017, 113,584 shares of common stock underlying the RSUs were deemed to have vested and were issued. RSUs with respect to the balance of 86,416 shares were forfeited.

The following is a summary of the activity of the equity incentive plans:

	Three Months Ended June 30,						Six Months Ended June 30,
	2018			2017			2018			2017
Restricted stock:
Number of shares	—			—			144,750			140,100
Average per share grant price	—			—			$	25.31		$	24.75
Deferred compensation to be recognized over vesting period	—			—			$	3,664,000		$	3,467,000

Number of non-vested shares:
Non-vested beginning of period	651,650			626,400			612,900			591,750
Grants	—			—			144,750			140,100
Vested during period	—			(13,500		)	(106,000		)	(118,450		)
Forfeitures	(150		)	—			(150		)	(500		)

Non-vested end of period	651,500			612,900			651,500			612,900


RSU grants:
Number of underlying shares	—			—			—			—
Average per share grant price	—			—			—			—
Deferred compensation to be recognized over vesting period	—			—			—			—

Number of non-vested shares:
Non-vested beginning of period	76,250			200,000			76,250			200,000
Grants	—			—			—			—
Vested during period	—			(113,584		)	—			(113,584		)
Forfeitures	—			(86,416		)	—			(86,416		)

Non-vested end of period	76,250			—			76,250			—


Restricted stock and RSU grants:
Weighted average per share value of non-vested shares (based on grant price)	$	23.56		$	22.75		$	23.56		$	22.75

Value of stock vested during the period (based on grant price)	$	—		$	1,248,000		$	2,289,000		$	3,008,000

Weighted average per share value of shares forfeited during the period (based on grant price)	$	23.93		$	8.29		$	23.93		$	8.37


The total charge to operations:
Outstanding restricted stock grants	$	765,000		$	878,000		$	1,500,000		$	1,571,000
Outstanding RSUs	91,000			37,000			182,000			86,000

Total charge to operations	$	856,000		$	915,000		$	1,682,000		$	1,657,000

As of June 30, 2018, total compensation costs of $8,349,000 and $728,000 to non-vested restricted stock awards and RSUs, respectively, have not yet been recognized. These compensation costs will be charged to General and administrative expense over the remaining respective vesting periods. The weighted average vesting period is 2.7 years for the restricted stock and 2.0 years for the RSUs.