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Equity Incentive Plan
6 Months Ended
Jun. 30, 2022
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Equity Incentive Plan

(12) Equity Incentive Plan

At the Company’s 2014 annual meeting, the shareholders adopted the Company’s 2014 Incentive Plan (“2014 Incentive Plan”). The 2014 Incentive Plan authorizes the Company to grant options, stock awards, stock units and other awards for up to 375,000 common shares of the Company. There were 117,263 shares available for future grants under this plan at June 30, 2022.

No options were granted under the 2014 Incentive Plan during the periods ended June 30, 2022 and 2021.

 

Each year, the Board of Directors has awarded restricted common shares to senior officers of the Company. The restricted shares vest ratably over a three-year or five-year period following the grant date. The product of the number of restricted shares granted and the grant date market price of the Company’s common shares determines the fair value of restricted shares awarded under the Company’s 2014 Incentive Plan. Management recognizes compensation expense for the fair value of restricted shares on a straight-line basis over the requisite service period for the entire award.

 

On May 25, 2022, directors of the Company’s banking subsidiary, Civista, were paid a retainer in the form of non-restricted common shares of the Company. The aggregate of 7,224 common shares were issued to Civista directors as payment of their retainer for their service on the Civista Board of Directors covering the period up to the 2023 Annual Meeting. This issuance was expensed in its entirety when the shares were issued in the amount of $168.

 

The Company classifies share-based compensation for employees with “Compensation expense” in the Consolidated Statements of Operations.

The following is a summary of the Company’s outstanding restricted shares and changes therein for the three- and six-month periods ended June 30, 2022:

 

 

 

Three months ended

 

 

Six Months Ended

 

 

 

June 30, 2022

 

 

June 30, 2022

 

 

 

Number of

Restricted

Shares

 

 

Weighted

Average Grant

Date Fair Value

 

 

Number of

Restricted

Shares

 

 

Weighted

Average Grant

Date Fair Value

 

Nonvested at beginning of period

 

 

76,530

 

 

$

21.87

 

 

 

69,840

 

 

$

20.14

 

Granted

 

 

 

 

 

 

 

 

31,774

 

 

 

24.51

 

Vested

 

 

(2,644

)

 

 

21.57

 

 

 

(27,728

)

 

 

24.28

 

Forfeited

 

 

(2,138

)

 

 

21.99

 

 

 

(2,138

)

 

 

21.99

 

Nonvested at end of period

 

 

71,748

 

 

$

21.88

 

 

 

71,748

 

 

$

21.88

 

 

 

The following is a summary of the status of the Company’s outstanding restricted shares as of June 30, 2022:

 

At June 30, 2022

 

Date of Award

 

Shares

 

 

Remaining Expense

 

 

Remaining Vesting

Period (Years)

 

April 10, 2018

 

 

1,470

 

 

$

15

 

 

 

0.50

 

March 14, 2019

 

 

4,034

 

 

 

59

 

 

 

1.50

 

March 14, 2020

 

 

4,304

 

 

 

42

 

 

 

0.50

 

March 14, 2020

 

 

6,951

 

 

 

118

 

 

 

2.50

 

March 3, 2021

 

 

11,359

 

 

 

183

 

 

 

3.50

 

March 3, 2021

 

 

13,692

 

 

 

197

 

 

 

1.50

 

March 3, 2022

 

 

12,914

 

 

 

282

 

 

 

4.50

 

March 3, 2022

 

 

17,024

 

 

 

335

 

 

 

2.50

 

 

 

 

71,748

 

 

$

1,231

 

 

 

2.61

 

 

The Company recorded $153 and $135 of share-based compensation expense during the three months ended June 30, 2022 and 2021, respectively.  During the six months ended June 30, 2022 and 2021, the Company recorded $331 and $260, respectively, of share-based compensation expense. The Company recorded $168 of director retainer fees for shares granted under the 2014 Incentive Plan during the three months ended June 30, 2022.  At June 30, 2022, the total compensation cost related to unvested awards not yet recognized is $1,231, which was expected to be recognized over the weighted average remaining life of the grants of 2.61 years.