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EMPLOYEE BENEFIT PLANS | 12 Months Ended
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Dec. 31, 2019
EMPLOYEE BENEFIT PLANS |
EMPLOYEE BENEFIT PLANS | NOTE 11: EMPLOYEE BENEFIT PLANS Supplemental Executive Retirement Plan (“SERP”) - The Company permits selected highly compensated employees to defer a portion of their compensation into the SERP. The SERP assets are invested primarily in company-owned life insurance (“COLI”) policies as a funding source to satisfy the obligation of the SERP. The assets are subject to claims by creditors, and the Company can designate them to another purpose at any time. Investments in COLI policies consist of variable life insurance policies of $7.2 million as of December 31, 2019 and $5.9 million as of December 31, 2018. In the COLI policies, the Company is able to allocate assets across a set of choices provided by the insurance underwriter, including fixed income securities and equity funds. The COLI policies are recorded at their net cash surrender values, which approximates fair value, as provided by the issuing insurance company, whose Standard & Poor’s credit rating was A+. The Company classifies the SERP assets as trading securities as described in Note 1. The fair value of these assets totaled $6,716,000 as of December 31, 2019 and $5,518,000 as of December 31, 2018. The SERP assets are reported in other assets on the consolidated balance sheets and changes related to the fair value of the assets are included in selling, general and administrative expenses in the consolidated statements of operations. Trading (losses) gains related to the SERP assets totaled $1,197,000 in 2019, $(544,000) in 2018 and $470,000 in 2017. The SERP liabilities are recorded on the balance sheet in pension liabilities with any change in the fair value of the SERP liabilities recorded as selling, general and administrative expenses in the consolidated statements of operations. Retirement Income Plan — Marine Products participates in the tax-qualified, defined benefit, noncontributory, trusteed retirement income plan sponsored by RPC, Inc. (“RPC”) that covers substantially all employees with at least one year of service prior to 2002. The Company’s fair value of the plan assets exceeded the projected benefit obligation for its Retirement Income Plan by $881,000 and thus the plan was over-funded as of December 31, 2019. The following table sets forth the funded status of the Retirement Income Plan and the amounts recognized in Marine Products’ consolidated balance sheets: ​
​ | ​ | ​ | ​ | ​ | ​ | ​
December 31, |  | 2019 |  | 2018
(in thousands) |  | ​ |  |  | ​ |
ACCUMULATED BENEFIT OBLIGATION, END OF YEAR | ​ | $ | 6,433 | ​ | $ | 5,833
​ | ​ | ​ | ​ | ​ | ​ | ​
CHANGE IN PROJECTED BENEFIT OBLIGATION: | ​ |  |  | ​ |  |
Benefit obligation at beginning of year | ​ | $ | 5,833 | ​ | $ | 6,379
Service cost | ​ |  | — | ​ |  | —
Interest cost | ​ |  | 255 | ​ |  | 251
Actuarial loss | ​ |  | 570 | ​ |  | (554)
Benefits paid | ​ |  | (225) | ​ |  | (243)
Projected benefit obligation at end of year | ​ | $ | 6,433 | ​ | $ | 5,833
CHANGE IN PLAN ASSETS: | ​ |  |  | ​ |  |
Fair value of plan assets at beginning of year | ​ | $ | 6,802 | ​ | $ | 6,722
Actual return on plan assets | ​ |  | 737 | ​ |  | (447)
Employer contributions | ​ |  | — | ​ |  | 770
Benefits paid | ​ |  | (225) | ​ |  | (243)
Fair value of plan assets at end of year | ​ | $ | 7,314 | ​ | $ | 6,802
Funded status at end of year | ​ | $ | 881 | ​ | $ | 969
​
​ | ​ | ​ | ​ | ​ | ​ | ​
December 31, |  | 2019 |  | 2018
(in thousands) | ​ | ​ | ​ | ​ | ​ | ​
AMOUNTS RECOGNIZED IN THE CONSOLIDATED BALANCE SHEETS CONSIST OF: | ​ | ​ | ​ | ​ | ​ | ​
Noncurrent assets | ​ | $ | 881 | ​ | $ | 969
Current liabilities | ​ |  | — | ​ |  | —
Noncurrent liabilities | ​ |  | — | ​ |  | —
​ | ​ | $ | 881 | ​ | $ | 969
​ The funded status of the Retirement Income Plan was recorded in the consolidated balance sheets in other assets as of both December 31, 2019 and December 31, 2018. ​
​ | ​ | ​ | ​ | ​ | ​ | ​
December 31, |  | 2019 |  | 2018
(in thousands) |  | ​ |  |  | ​ |
AMOUNTS (PRE-TAX) RECOGNIZED IN ACCUMULATED OTHER COMPREHENSIVE LOSS CONSIST OF: |  | ​ |  |  | ​ |
Net loss | ​ | $ | 3,524 | ​ | $ | 3,311
Prior service cost (credit) | ​ |  | — | ​ |  | —
Net transition obligation (asset) | ​ |  | — | ​ |  | —
​ | ​ | $ | 3,524 | ​ | $ | 3,311
​ The accumulated benefit obligation for the Retirement Income Plan as of December 31, 2019 and 2018 has been disclosed above. The Company uses a December 31 measurement date for this qualified plan. Amounts recorded in the consolidated balance sheet as pension liabilities consist of: ​
​ | ​ | ​ | ​ | ​ | ​ | ​
December 31, |  | 2019 |  | 2018
(in thousands) |  | ​ |  |  | ​ |
SERP liability | ​ | $ | (9,980) | ​ | $ | (7,045)
Funded status of Retirement Income Plan | ​ |  | — | ​ |  | —
Pension liabilities | ​ | $ | (9,980) | ​ | $ | (7,045)
​ Marine Products’ funding policy is to contribute to the Retirement Income Plan the amount required, if any, under the Employee Retirement Income Security Act of 1974. There were no contributions made to the plan during 2019, while contributions totaled $770,000 during 2018. The components of net periodic benefit cost of the Retirement Income Plan are summarized as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Years ended December 31, |  | 2019 |  | 2018 |  | 2017
(in thousands) |  | ​ |  |  | ​ |  |  | ​ |
Service cost for benefits earned during the period | ​ | $ | — | ​ | $ | — | ​ | $ | —
Interest cost on projected benefit obligation | ​ |  | 255 | ​ |  | 251 | ​ |  | 266
Expected return on plan assets | ​ |  | (468) | ​ |  | (501) | ​ |  | (415)
Amortization of net loss | ​ |  | 87 | ​ |  | 81 | ​ |  | 91
​ | ​ | $ | (126) | ​ | $ | (169) | ​ | $ | (58)
​ ​ The Company recognized pre-tax decreases to the funded status in accumulated other comprehensive income of $213,000 in 2019 and $314,000 in 2018 compared to a pre-tax increase of $334,000 in 2017. There were no previously unrecognized prior service costs during 2019, 2018 and 2017. The pre-tax amounts recognized in other comprehensive income for the years ended December 31, 2019, 2018 and 2017 are summarized as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
(in thousands) |  | 2019 |  | 2018 |  | 2017
Net loss (gain) | ​ | $ | 300 | ​ | $ | 395 | ​ | $ | (243)
Amortization of net loss | ​ |  | (87) | ​ |  | (81) | ​ |  | (91)
Net transition obligation (asset) | ​ |  | — | ​ |  | — | ​ |  | —
Amount recognized in accumulated other comprehensive income | ​ | $ | 213 | ​ | $ | 314 | ​ | $ | (334)
​ The amounts in accumulated other comprehensive income expected to be recognized as components of net periodic benefit cost in 2020 are as follows: ​
​ | ​ | ​ | ​
(in thousands) |  | 2020
Amortization of net loss | ​ | $ | 98
Prior service cost (credit) | ​ |  | —
Net transition obligation (asset) | ​ |  | —
Estimated net periodic cost | ​ | $ | 98
​ The weighted average assumptions as of December 31 used to determine the projected benefit obligation and net benefit cost were as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
December 31, |  | 2019 |  | 2018 |  | 2017 |
PROJECTED BENEFIT OBLIGATION: |  |  |  |  |  |  | ​
Discount rate |  | 3.70 | % | 4.65 | % | 4.05 | %
Rate of compensation increase |  | N/A |  | N/A |  | N/A |
NET BENEFIT COST: |  |  |  |  |  |  |
Discount rate |  | 4.65 | % | 4.05 | % | 4.50 | %
Expected return on plan assets |  | 7.00 | % | 7.00 | % | 7.00 | %
Rate of compensation increase |  | N/A |  | N/A |  | N/A |
​ The Company’s expected return on assets assumption is derived from a detailed periodic assessment by its management and investment advisor. It includes a review of anticipated future long-term performance of individual asset classes and consideration of the appropriate asset allocation strategy given the anticipated requirements of the plan to determine the average rate of earnings expected on the funds invested to provide for the pension plan benefits. While the assessment considers recent fund performance and historical returns, the rate of return assumption is derived primarily from a long-term, prospective view. Based on its recent assessment, the Company has concluded that its expected long-term return assumption of seven percent is reasonable. The plan’s weighted average asset allocation at December 31, 2019 and 2018 by asset category along with the target allocation for 2020 are as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Percentage of | ​ | Percentage of |
​ | ​ | ​ | ​ | Plan Assets as of | ​ | Plan Assets as of |
​ | ​ | Target Allocation | ​ | December 31, | ​ | December 31, |
Asset Category |  | for 2020 |  | 2019 |  | 2018 |
Cash and Cash Equivalents |  | 0% - 5% | ​ | 1.3 | % | 3.0 | %
Domestic Equity Securities |  | 0% - 40% | ​ | — |  | 39.5 | ​
International Equity Securities |  | 0% - 20% | ​ | — |  | 19.0 | ​
Fixed Income Securities |  | 15% - 100% | ​ | 91.7 |  | 29.1 | ​
Investments measured at net asset value |  | 0% - 12% | ​ | 7.0 |  | 9.4 | ​
Total |  | 100.0% | ​ | 100.0 | % | 100.0 | %
​ The Company’s investments consist primarily of fixed-income securities that include corporate bonds, mortgage-backed securities, sovereign bonds, and U.S. Treasuries. Other types of investments include real estate funds and private equity funds that follow several different investment strategies. For each of the asset categories in the pension plan, the investment strategy is identical – maximize the long-term rate of return on plan assets while minimizing the level of risk in order to minimize the cost of providing pension benefits. The investment policy establishes a target allocation for each asset class which is rebalanced as required. The plan utilizes a number of investment approaches, including but not limited to individual market securities, equity and fixed income funds in which the underlying securities are marketable, and debt funds to achieve this target allocation. Although not required, the Company is currently evaluating its contribution to the pension plan during fiscal year 2020. Some of our assets, primarily our private equity and real estate funds, do not have readily determinable market values given the specific investment structures involved and the nature of the underlying investments. For plan asset reporting as of December 31, 2019, publicly traded asset pricing was used where possible. For assets without readily determinable values, estimates were derived from investment manager statements combined with discussions focusing on underlying fundamentals and significant events. Additionally, these investments are valued based on the net asset value per share calculated by the funds in which the plan has invested and the valuation is based on significant non-observable inputs which do not have a readily determinable fair value. The valuations are subject to judgments and assumptions of the funds which may prove to be incorrect, resulting in risks of incorrect valuation of these investments. The Company seeks to mitigate these risks by evaluating the appropriateness of the funds’ judgments and assumptions by reviewing the financial data included in the funds’ financial statements for reasonableness. The following tables present our plan assets using the fair value hierarchy as of December 31, 2019 and 2018. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. See Note 8 for a brief description of the three levels under the fair value hierarchy. Fair Value Hierarchy as of December 31, 2019: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Investments (in thousands) |  | ​ | ​ |  | Total |  | Level 1 |  | Level 2
Cash and Cash Equivalents |  | ​ | (1) | ​ | $ | 92 | ​ | $ | 92 | ​ | $ | —
Fixed Income Securities |  | ​ | (2) | ​ |  | 6,708 | ​ |  | — | ​ |  | 6,708
Domestic Equity Securities |  | ​ | (3) | ​ |  | — | ​ |  | — | ​ |  | ​
International Equity Securities |  | ​ | (4) | ​ |  | — | ​ |  | — | ​ |  | ​
Total Assets in the Fair Value Hierarchy | ​ | ​ | ​ | ​ | $ | 6,800 | ​ | $ | 92 | ​ | $ | 6,708
Investments Measured at Net Asset Value | ​ | ​ | ​ | ​ |  | 514 | ​ |  |  | ​ |  |
Investments at Fair Value | ​ | ​ | ​ | ​ | $ | 7,314 | ​ |  |  | ​ |  |
​ Fair Value Hierarchy as of December 31, 2018:
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Investments (in thousands) |  | ​ | ​ |  | Total |  | Level 1 |  | Level 2
Cash and Cash Equivalents |  | ​ | (1) | ​ | $ | 202 | ​ | $ | 202 | ​ | $ | —
Fixed Income Securities |  | ​ | (2) | ​ |  | 1,979 | ​ |  | — | ​ |  | 1,979
Domestic Equity Securities |  | ​ | (3) | ​ |  | 2,693 | ​ |  | 993 | ​ |  | 1,700
International Equity Securities |  | ​ | (4) | ​ |  | 1,290 | ​ |  | — | ​ |  | 1,290
Total Assets in the Fair Value Hierarchy | ​ | ​ | ​ | ​ | $ | 6,164 | ​ | $ | 1,195 | ​ | $ | 4,969
Investments Measured at Net Asset Value | ​ | ​ | ​ | ​ |  | 638 | ​ |  |  | ​ |  |
Investments at Fair Value | ​ | ​ | ​ | ​ | $ | 6,802 | ​ |  |  | ​ |  |
​
| (1) | Cash and cash equivalents, which are used to pay benefits and plan administrative expenses, are held in Rule 2a-7 money market funds.
| (2) | Fixed income securities are primarily valued using a market approach with inputs that include broker quotes, benchmark yields, base spreads and reported trades.
| (3) | Domestic equity securities are valued using a market approach based on the quoted market prices of identical instruments in their respective markets.
| (4) | International equity securities are valued using a market approach based on the quoted market prices of identical instruments in their respective markets.
The Company estimates that the future benefits payable for the Retirement Income Plan over the next ten years are as follows: ​
​ | ​ | ​ | ​
(in thousands) |  |  | ​
2020 | ​ | $ | 271
2021 | ​ |  | 276
2022 | ​ |  | 291
2023 | ​ |  | 299
2024 | ​ |  | 308
2025-2029 | ​ | $ | 1,713
​ 401(k) Plan— Marine Products participates in a defined contribution 401(k) plan sponsored by RPC that is available to substantially all full-time employees with more than 90 days of service. Prior to 2019, this plan allowed employees to make tax-deferred contributions of up to 25 percent of their annual compensation, not exceeding the permissible deduction imposed by the Internal Revenue Code. During 2018, the Company matched 50 percent of each employee’s contributions that did not exceed six percent of the employee’s compensation, as defined by the 401(k) plan. Effective January 1, 2019, the Company began matching 100 percent of employees contributions for each dollar of a participant’s contribution to the 401(k) Plan for the first three percent of his or her annual compensation, and fifty percent for each dollar of a participant’s contribution to the 401(k) Plan for the next three percent of his or her annual compensation. Employees vest in the Company’s contributions after three years of service. The charges to expense for Marine Products’ contributions to the 401(k) plan were approximately $796,000 in 2019, $319,000 in 2018 and $317,000 in 2017. Stock Incentive Plan— The Company reserved 3,000,000 shares of common stock under the 2014 Stock Incentive Plan with a term of ten years expiring in April 2024. All future equity compensation awards by the Company will be issued under the 2014 plan. This plan provides for the issuance of various forms of stock incentives, including among others, incentive and non-qualified stock options and restricted shares. As of December 31, 2019, there were approximately 1,742,900 shares available for grant. The Company recognizes compensation expense for the unvested portion of awards outstanding over the remainder of the service period. The compensation cost recorded for these awards will be based on their fair value at grant date less the cost of estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods to reflect actual forfeitures. Pre-tax stock-based employee compensation expense was approximately $2,123,000 ($1,656,000 after tax) for 2019, $2,089,000 ($1,629,000 after tax) for 2018, and $2,682,000 ($1,729,000 after tax) for 2017. Stock Options— Stock options are granted at an exercise price equal to the fair market value of the Company’s common stock at the date of grant except for grants of incentive stock options to owners of greater than 10 percent of the Company’s voting securities which must be made at 110 percent of the fair market value of the Company’s common stock. Options generally vest ratably over a period of five years and expire in 10 years, except to owners of greater than 10 percent of the Company’s voting securities, which expire in five years. The Company estimates the fair value of stock options as of the date of grant using the Black-Scholes option pricing model. The Company has not granted stock options to employees since 2004. There were no options exercised in 2019, 2018 or 2017 and there are no stock options outstanding as of December 31, 2019. Restricted Stock— Marine Products grants selected employees time lapse restricted stock that vest after a certain stipulated number of years from the grant date, depending on the terms of the issue. The Company has currently issued time lapse restricted shares that vest in 20 percent increments starting with the second anniversary of the grant, over the six-year period beginning on the date of grant. During these years, grantees receive all dividends declared and retain voting rights for the shares. The agreements under which the restricted stock is issued provide that shares awarded may not be sold or otherwise transferred until restrictions established under the stock plans have lapsed. Upon termination of employment from the Company, with the exception of death (fully vests), disability or retirement (partially vests based on duration of service), shares with restrictions are forfeited in accordance with the plan. The following is a summary of the changes in non-vested restricted shares for the year ended December 31, 2019: ​
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Weighted Average
​ | ​ | ​ | ​ | Grant-Date Fair
​ |  | Shares |  | Value
Non-vested shares at January 1, 2019 |  | 947,710 | ​ | $ | 9.41
Granted |  | 141,600 | ​ | ​ | 17.21
Vested |  | (260,770) | ​ | ​ | 7.65
Forfeited |  | (13,000) | ​ | ​ | 11.68
Non-vested shares at December 31, 2019 |  | 815,540 | ​ | $ | 11.29
​ The following is a summary of the changes in non-vested restricted shares for the year ended December 31, 2018: ​
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Weighted Average
​ | ​ | ​ | ​ | Grant-Date Fair
​ |  | Shares |  | Value
Non-vested shares at January 1, 2018 |  | 1,040,800 | ​ | $ | 7.76
Granted |  | 193,500 | ​ | ​ | 13.97
Vested |  | (283,790) | ​ | ​ | 6.45
Forfeited |  | (2,800) | ​ | ​ | 8.54
Non-vested shares at December 31, 2018 |  | 947,710 | ​ | $ | 9.41
​ The fair value of restricted stock awards is based on the market price of the Company’s stock on the date of grant and is amortized to compensation expense on a straight-line basis over the requisite service period. The weighted average grant date fair value of these restricted stock awards was $17.21 in 2019, $13.97 in 2018 and $13.39 in 2017. The total fair value of shares vested was approximately $3,818,000 in 2019, $4,289,000 in 2018 and $4,432,000 during 2017. For the year ending December 31, 2019 approximately $517,000 of excess tax benefits for stock-based compensation awards were recorded as a discrete tax adjustment and classified within operating activities in the consolidated statements of cash flows compared to approximately $645,000 for the year ending December 31, 2018. Other Information— As of December 31, 2019 total unrecognized compensation cost related to non-vested restricted shares was approximately $7,387,000 which is expected to be recognized over a weighted-average period of 3.0 years.

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