The Company’s Omnibus Equity Incentive Plan permits the granting of options and other stock-based awards (including restricted stock units (“RSUs”), deferred restricted stock units (“DRSUs”) performance-based restricted stock units (“PSUs”) and deferred share units (“DSUs”)). As of December 31, 2024, the aggregate number of shares authorized under the plan since its initial adoption was 15.0 million. Shares issued upon vesting or exercise are new share issuances. Upon the vesting or payment of stock awards, an employee may elect receipt of the full share amount and either pay the resulting taxes or have the Company withhold shares to cover the tax obligation up to minimum statutory rates. At December 31, 2024, 4.8 million common stock shares were available for future issuance.

Stock-based compensation expense was $6.0 million, $4.4 million and $2.3 million in 2024, 2023 and 2022, respectively. A majority of the expense, $5.3 million in 2024, $4.0 million in 2023 and $2.1 million in 2022, was classified as selling and administrative expenses in the Consolidated Statement of Operations, with the remaining expenses classified as cost of goods sold.

The Company derives a tax deduction measured by the excess of the market value over the grant price at the date stock-based compensation awards are exercised or vest. The Company recognized tax expense of $0.3 million and $0.2 million in 2024 and 2023, respectively, and a tax benefit of less than $0.1 million in 2022, relating to the issuance of common stock for the exercise/vesting of equity awards.

Stock Options. Non-qualified stock options may be granted to our employees and directors. Stock options granted in 2023 vest over a three-year period, with one-third of the award vesting on the anniversary date of the grant in each of the next three years. Stock options granted prior to 2023 vest over a five-year period, with one-fifth of the award vesting on the anniversary date of the grant in each of the five years following the grant date. No stock options were granted in 2024. All stock options expire 10 years from the date of grant. Stock option exercises are satisfied through the issuance of common shares. Compensation expense for stock options is based on the fair value of the stock option on the date of the grant. We calculate the fair value of stock options using the Black-Scholes option-pricing model. The weighted average assumptions used in our Black-Scholes option pricing model for options granted in 2023 and 2022 were as follows:

Expected Volatility. We estimate the volatility of our common stock at the date of grant based on the historical volatility of the Company’s stock. The volatility factor we use is based on our historical closing prices since our stock has been publicly traded.

Expected Term In Years. The expected life of awards granted represents the time period that the awards are expected to be outstanding. We determined the expected term of the grants using the “simplified” method as described by the SEC, since we do not have a history of stock option awards to provide a reliable basis for estimating such term.


	Number of Options	Weighted- Average Exercise Price Per Share		Aggregate Intrinsic Value (thousands)		Weighted Average Remaining Term (Years)
Outstanding at December 31, 2023	2,027,611	$	11.27
Granted	—	—
Exercised	—	—
Forfeited or expired	(34,939)	6.94
Outstanding at December 31, 2024	1,992,672	$	11.34	$	—	5.5 years
Vested and Expected to vest as of December 31, 2024	1,992,672	$	11.34	$	—	5.5 years
Exercisable at December 31, 2024	1,611,366	$	12.25	$	—	5.0 years


	Number of Options	Weighted- Average Grant Date Fair Value
Outstanding unvested as of December 31, 2023	582,994	$	4.04
Granted	—	—
Vested	(174,225)	3.87
Forfeited	(27,463)	4.01
Outstanding unvested as of December 31, 2024	381,306	$	4.12

We recognized stock-based compensation expense of $0.6 million, $0.8 million and $0.6 million in 2024, 2023 and 2022, respectively, relating to stock options. As of December 31, 2024, there was $1.0 million of total unrecognized compensation cost related to unvested stock options, which is expected to be amortized over a weighted average period of 1.8 years. The total fair value of options vested was $0.7 million in both 2024 and 2023 and $0.3 million in 2022. There were 25,000 options exercised in 2022. No options were exercised in 2024 or 2023. Cash received from option exercises during 2022 was $0.2 million.

RSUs - Employees. RSUs constitute an agreement to deliver shares of common stock to the participant at the end of a vesting period. Compensation expense for RSUs is based on the closing price of our common stock on the date of grant, less forfeitures or cancellations of awards throughout the vesting period. RSUs granted in 2023 and after vest over a three-year period, with one-third of the award vesting on the anniversary date of the grant in each of the next three years. RSUs granted prior to 2023 vest over a five-year period, with one-fifth of the award vesting on the anniversary date of the grant in each of the five years following the grant date. A summary of the status and changes of unvested but outstanding shares subject to RSU awards for employees and the related average price per share follows:


	Number of Shares	Weighted- Average Grant Date Fair Value
Outstanding unvested as of December 31, 2023	885,365	$	7.18
Granted	3,299,462	1.80
Cancelled	(322,093)	3.36
Vested	(263,661)	6.92
Outstanding unvested as of December 31, 2024	3,599,073	$	2.61

During 2024, 2023 and 2022, we recognized stock-based compensation expense of $3.2 million, $1.7 million and $0.7 million, respectively, relating to RSU awards for employees. The total fair value of RSU awards vested during 2024, 2023 and 2022 was $1.8 million, $0.9 million and less than $0.1 million, respectively. As of December 31, 2024, $6.4 million of expense with respect to non-vested RSUs has yet to be recognized and will be amortized into expense over a weighted-average period of approximately 2.0 years.

PSUs. Beginning in 2023, executive officers and selected other employees receive PSU awards. Payouts, in the form of unrestricted common stock, vary between 0% and 200% based on the degree to which the Company’s total shareholder return relative to a peer group’s performance exceeds predetermined threshold, target and maximum performance goals over three-year performance periods with measurement periods after 12-, 24-, and 36-months. No payout will occur unless threshold performance is achieved. The final payout for PSUs granted in 2024 is subject to a 3.5x value cap. The following table summarizes the activity related to PSUs during 2024:

The fair value of grants of PSUs is determined using a Monte Carlo valuation. Total compensation expense for PSUs in 2024 and 2023 was $1.2 million and $0.7 million, respectively. As of December 31, 2024, there was $1.9 million of unrecognized compensation cost related to PSUs.

RSUs and DRSUs - Non-Employee Directors. Beginning in 2023, non-employee directors receive annual grants of service-based RSUs that are expected to vest six months after the date of grant, subject generally to a non-employee director’s continued service on the Company’s Board of Directors. Compensation expense for RSUs and DRSUs is based on the closing price of our common stock on the date of grant, less forfeitures or cancellations of awards throughout the vesting period. Non-employee directors have the option to elect to defer receipt of their vested RSUs and instead be granted service-based DRSUs that are equivalent in value to the RSUs. DRSUs will be paid out either as soon as practicable following the date of termination of the director’s service as a director (but in any event no later than the last day of the calendar year in which such termination occurs) in a single lump sum or in substantially equal 20% installments on the first five annual anniversaries of the date of termination of service as a director. The following table summarizes RSU and DRSU activity during 2024 for our non-employee directors:


	Number of Shares	Weighted- Average Grant Date Fair Value
Outstanding as of December 31, 2023	130,923	$	4.25
Granted	395,480	1.72
Vested and delivered	(136,965)	2.15
Outstanding vested and deferred as of December 31, 2024	389,438	$	2.42

DSUs. DSUs are primarily granted to our non-employee directors in lieu of cash retainers and vest immediately upon grant. All whole DSUs will be settled in shares of our common stock after the Director's termination of service on the Board and any fractional shares will be settled in cash. The following table summarizes DSU activity during 2024:


	Number of Shares	Weighted- Average Grant Date Fair Value
Outstanding as of December 31, 2023	377,540	$	6.52
Granted	262,906	1.30
Distributed	(109,334)	6.44
Outstanding vested and deferred as of December 31, 2024	531,112	$	3.95