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Note 11 - Equity Plans
 3 Months Ended
Mar. 31, 2022
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

11.

Equity Plans:

 

Restricted Stock Units and Performance Share 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 2022 and 2021 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 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 2021. 

 

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.

 

In January 2022, the Company adopted a new C-Suite Long-Term Incentive Plan that operates under the Senior Manager Stock Incentive Plan.  Under the plan, the Chief Executive Officer, the Chief Financial Officer and the President and Chief Operating Officer are eligible for participation.  In each calendar year, eligible participants may be awarded a long-term incentive of both a restricted stock unit grant and a performance stock unit grant.  The total long-term award target is $1.1 million for the Chief Executive Officer, $0.3 million for the Chief Financial Officer and $0.6 million for the President and Chief Operating Officer.  The performance stock units will vest if the return on net assets, calculated as EBITDA divided by Average Accounts Receivable, Inventory and Property, Plant and Equipment, exceed 5%.  Each restricted stock unit and service based cash incentive vests 3 years after the grant date.  Each vested restricted stock unit will convert into the right to receive 1 share of Olympic Steel common stock.  During the first quarter of 2022, 20,000 restricted stock units and 20,000 performance stock units were granted to the under the C-Suite Long Term Incentive Plan.

 

Stock-based compensation expense recognized on RSUs for the three months ended March 31, 2022 and 2021, respectively, is summarized in the following table:

 

  For the Three Months Ended

March 31,

 

(in thousands, except per share data)

 

2022

  

2021

 

RSU expense before taxes

 $327  $262 

RSU expense after taxes

 $239  $193 

 

All pre-tax charges related to RSUs were included in the caption “Administrative and general” on the accompanying Consolidated Statements of Comprehensive Income.

 

The following table summarizes the activity related to RSUs for the three months ended March 31, 2022 and 2021, respectively:

 

  

As of March 31, 2022

  

As of March 31, 2021

 
  Number of

Shares

  Weighted Average

Granted Price

  Number of

Shares

  Weighted Average

Granted Price

 

Outstanding at December 31

  576,867  $18.40   610,540  $18.25 

Granted

  35,558   26.72   20,604   23.29 

Forfeited

  -   -   (2,172)  16.96 

Outstanding at March 31

  612,425  $18.89   628,972  $18.42 

Vested at March 31

  411,310  $20.41   414,902  $17.94