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Note 13 - Equity Plans
12 Months Ended
Dec. 31, 2021
Notes to Financial Statements  
Share-based Payment Arrangement [Text Block]

13.

Equity Plans:

 

Restricted Stock Units

 

Pursuant to the Amended and Restated Olympic Steel 2007 Omnibus Incentive Plan (the Incentive Plan), the Company may grant stock options, stock appreciation rights, restricted shares, restricted share units (RSUs), performance shares, and other stock- and cash-based awards to employees and directors of, and consultants to, the Company and its affiliates. Since adoption of the Incentive Plan, 1,400,000 shares of common stock have been authorized for equity grants.

 

On an annual basis, the compensation committee of the Company’s Board of Directors awards RSUs, to each non-employee director as part of their annual compensation. The annual awards for 2021 and 2020 per director were $80,000. Subject to the terms of the Incentive Plan and the RSU agreement, the RSUs vest after one year of service (from the date of grant). The RSUs are not converted into shares of common stock until the director either resigns or is terminated from the board of directors.

 

Prior to 2021, under the Incentive Plan, each eligible participant was awarded RSUs with a dollar value equal to 10% of the participant’s base salary, up to an annual maximum of $17,500. The RSUs have a five-year vesting period and the RSUs will convert into the right to receive shares of common stock upon a participant’s retirement, or earlier upon the participant’s death or disability or upon a change in control of the Company. Due to the COVID-19 pandemic, no RSU awards were granted in 2020 or 2021. In January 2022, the Company adopted a new C-Suite Long-Term Incentive Plan (the LTIP) that operates under the Incentive Plan and awards RSUs to eligible participants. In each calendar year, eligible participants may be awarded a long-term incentive of both an RSU award and a performance stock unit (PSU) award pursuant to the LTIP.

 

Under the Incentive Plan, the Company awards RSUs to newly-appointed executive officers, based upon a percentage of their base salary. Upon Mr. Marabito’s promotion to Chief Executive Officer and Mr. Manson’s promotion to Chief Financial Officer on January 1, 2019, they received 51,506 RSUs and 14,891 RSUs, respectively. Upon Mr. Greiff’s promotion to President and Chief Operating Officer on January 1, 2020, he received 15,694 RSUs. The RSUs will vest five years from the grant date, or earlier upon death or disability or upon a change in control of the Company.

 

Stock-based compensation expense recognized on RSUs for the years ended December 31, 2021, 2020 and 2019, respectively, is summarized in the following table:

 

  

For the years ended December 31,

 

(in thousands)

 

2021

  

2020

  

2019

 

RSU expense before taxes of the Plan

 $1,045  $1,265  $965 

RSU expense after taxes

  767   1,024   704 

 

 

All pre-tax charges related to RSUs were included in the caption “Administrative and general” on the accompanying Consolidated Statements of Comprehensive Income (Loss). The total compensation cost of non-vested awards totaled $1.0 million and the weighted average remaining vesting period is 1.3 years as of December 31, 2021.

 

The following table summarizes the activity related to RSUs for the year ended December 31, 2021, 2020 and 2019:

 

  

2021

  

2020

  

2019

 
  

Number of
Shares

  

Weighted Average
Estimated
Fair Value

  

Number of
Shares

  

Weighted
Average
Estimated
Fair Value

  

Number of
Shares

  

Weighted
Average
Estimated
Fair Value

 

Beginning balance

  610,540  $18.25   636,086  $19.25   527,546  $20.65 

Granted

  20,604   23.29   70,588   11.92   207,521   16.36 

Converted into shares

  (49,191)  18.67   (94,161)  20.27   (96,845)  20.59 

Forfeited

  (5,086)  17.55   (1,973)  18.14   (2,136)  22.80 

Outstanding at December 31

  576,867  $18.40   610,540  $18.25   636,086  $19.25 

Vested at December 31

  370,771  $18.78   375,692  $18.88   419,721  $20.37 

 

Of the RSUs granted in 2019, 62,229 RSUs were used to fund supplemental executive retirement plan (SERP) contributions. No RSUs were used to fund the SERP in 2020 or 2021.