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STOCKHOLDERS' EQUITY

3 Months Ended

Mar. 31, 2025

NOTE 10 – STOCKHOLDERS’ EQUITY

Common Stock Dividend

On March 5, 2025, the Board of Directors declared a quarterly cash dividend of $0.45 per share on the Company’s common stock, totaling approximately $9,714,000. The quarterly dividend was paid on April 4, 2025 to stockholders of record at the close of business on March 27, 2025.

Dividend Reinvestment Plan

The Company’s Dividend Reinvestment Plan (the “DRP”), among other things, provides stockholders with the opportunity to reinvest all or a portion of their cash dividends paid on the Company’s common stock in additional shares of its common stock, at a discount, determined in the Company’s sole discretion, of up to 5% from the market price (as such price is calculated pursuant to the DRP). The discount is currently being offered at 3%. Under the DRP, the Company issued approximately 7,000 and 66,000 shares of common stock during the three months ended March 31, 2025 and 2024, respectively.

Stock Repurchase Program

The Board of Directors authorized a repurchase program pursuant to which the Company can repurchase shares of its common stock in open-market, through privately negotiated transactions or otherwise. No shares were repurchased by the Company during the three months ended March 31, 2025 and 2024. As of March 31, 2025, the Company is authorized to repurchase approximately $8,082,000 of shares of common stock.

Stock Based Compensation

The Company’s 2022 and 2019 Incentive Plans (collectively, the “Plans”), permit 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 were authorized for issuance pursuant to each plan at such plan’s inception.

The following details the shares subject to awards that are outstanding under the Plans as of March 31, 2025:


	Restricted
	Stock	RSUs	Totals
2022 Incentive Plan	454,845	256,740	711,585
2019 Incentive Plan (a)	287,325	—	287,325
Totals	742,170	256,740	998,910

(a)	No additional awards may be granted under such plan.

Restricted Stock

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 five years from the grant date, and under certain circumstances may vest earlier.

NOTE 10 – STOCKHOLDERS’ EQUITY (CONTINUED)

RSUs

The following table reflects the RSUs outstanding as of March 31, 2025:


	2024 Grant	2023 Grant	2022 Grant
RSUs outstanding (a)(b)	88,250	85,250	83,240
Vesting date (c)(d)	6/30/2027	6/30/2026	6/30/2025

(a)	The shares underlying the RSUs are excluded from the shares shown as outstanding on the balance sheet until they have vested and been issued.

(b)	No shares were granted, vested or forfeited during the three months ended March 31, 2025 and 2024.

(c)	Generally, the recipient must maintain a relationship with the Company during the applicable three-year performance cycle.

(d)

RSUs vest upon satisfaction of metrics related to average annual total stockholder return (“TSR Metric”) and average annual return on capital (“ROC Metric”; together with the TSR Metric, the “Metrics”) and are issued to the extent the Compensation Committee determines that the Metrics with respect to the vesting of such shares have been satisfied.

The Metrics and other material terms and conditions of the RSUs are as follows:


			Performance Criteria (a)
Year RSU Granted	Metric	Weight	Minimum	Maximum
2022 - 2024 (b)(c)	ROC Metric (d)	50%	Average annual of at least 6.0%	Average annual of at least 8.75%
	TSR Metric (e)	50%	Average annual of at least 6.0%	Average annual of at least 11.0%

(a)	If the Metrics fall between the applicable minimum and maximum performance criteria, a pro-rata portion of such units, as applicable, vest.

(b)	The RSUs are not entitled to voting rights.

(c)

Upon vesting, the holders of such RSUs receive an amount equal to the dividends that would have been paid on the underlying shares had such shares been outstanding during the three-year performance cycle. As of March 31, 2025 and December 31, 2024, the Company accrued an aggregate of $498,000 and $408,000 of dividend equivalents, respectively, for the unvested RSUs based on the number of shares, underlying such RSUs, that would have been issued using performance and market assumptions determined at such dates.

(d)	The ROC Metrics meet the definition of a performance condition. Fair value is based on the market value on the date of grant. For ROC Awards, the Company does not recognize expense when performance conditions are not expected to be met; such performance assumptions are re-evaluated quarterly.

(e)	The TSR Metrics meet the definition of a market condition. A third-party appraiser prepares a Monte Carlo simulation pricing model to determine the fair value of such awards, which is recognized ratably over the three-year service period.

As of March 31, 2025, based on performance and market assumptions, the fair value of the RSUs granted in 2024, 2023 and 2022 is $1,309,000, $1,005,000 and $1,463,000, respectively. Recognition of such deferred compensation will be charged to General and administrative expense over the respective three-year performance cycles.

NOTE 10 – STOCKHOLDERS’ EQUITY (CONTINUED)

The following is a summary of the activity of the Plans:


	Three Months Ended
	March 31,
	2025		2024
Restricted stock:
Number of shares granted		154,390		151,180
Average per share grant price	$	25.52	$	21.60
Deferred compensation to be recognized over vesting period	$	3,940,000	$	3,265,000

Number of non-vested shares:
Non-vested beginning of the period		727,140		712,560
Grants		154,390		151,180
Vested during the period		(139,300)		(136,600)
Forfeitures		(60)		—
Non-vested end of the period		742,170		727,140

RSUs: (a)
Number of non-vested shares:
Non-vested beginning of the period		256,740		248,112
Grants		—		—
Vested during the period		—		—
Forfeitures		—		—
Non-vested end of the period		256,740		248,112

Restricted stock and RSU grants (based on grant price):
Weighted average per share value of non-vested shares	$	24.52	$	25.27
Value of stock vested during the period	$	3,914,000	$	3,511,000
Weighted average per share value of shares forfeited during the period	$	25.52	$	—

Total charge to operations:
Outstanding restricted stock grants	$	938,000	$	893,000
Outstanding RSUs		408,000		379,000
Total charge to operations	$	1,346,000	$	1,272,000

(a)	There were no RSUs granted during the three months ended March 31, 2025 and 2024.

As of March 31, 2025, total compensation costs of $10,231,000 and $1,537,000 related 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 remaining vesting period is 2.8 years for the restricted stock and 1.3 years for the RSUs. The Company recognizes the effect of forfeitures on restricted stock awards and RSUs when they occur, and previously recognized compensation expense is reversed in the period the grant or unit is forfeited.