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STOCKHOLDERS' EQUITY (Tables)
3 Months Ended
Mar. 31, 2025
STOCKHOLDERS' EQUITY  
Summary of shares subject to outstanding awards

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.
Summary of RSU activity and other material terms and conditions

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.
Summary of the activity of the Plans

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.