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EMPLOYEE BENEFIT PLANS | 12 Months Ended
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Dec. 31, 2024
EMPLOYEE BENEFIT PLANS |
EMPLOYEE BENEFIT PLANS | NOTE 12: EMPLOYEE BENEFIT PLANS Supplemental Executive Retirement Plan — The Company permits selected highly compensated employees to defer a portion of their compensation into the SERP. The liabilities related to these deferrals are recognized as Retirement plan liabilities on the Consolidated Balance Sheets. 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 for another purpose at any time. Investments in COLI policies consist of variable life insurance policies of $9.6 million as of December 31, 2024 and $8.5 million as of December 31, 2023. 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+ in 2024. The Company classifies the SERP assets as trading securities as described in the note titled Significant Accounting Policies. The fair value of these assets totaled $18.5 million as of December 31, 2024 and $15.4 million as of December 31, 2023. The SERP assets are reported in retirement plan assets on the Consolidated Balance Sheets and changes to the fair value of the assets are reported in selling, general and administrative expenses in the Consolidated Statements of Operations. Trading gains (losses) related to the SERP assets totaled $3.1 million in 2024, $1.5 million in 2023 and $(2.4) million in 2022. The SERP liabilities include participant deferrals net of distributions and are stated at a fair value of $21.7 million as of December 31, 2024 and $18.0 million as of December 31, 2023. The SERP liabilities are reported on the Consolidated Balance Sheets in retirement plan liabilities and any change in the fair value is recorded as compensation cost within selling, general and administrative expenses in the Consolidated Statements of Operations. Changes in the fair value of the SERP liabilities represented unrealized gains (loss) of $3.4 million in 2024, $1.8 million in 2023 and $(2.3) million in 2022. In the fourth quarter of 2024, the Board of Directors approved the termination of the SERP. Pursuant to the Internal Revenue Service rules, participant balances will be distributed between 12 and 24 months after termination. The Company is currently evaluating its funding options and timing to distribute participant balances. Retirement Income Plan (“Plan”) — The Company participated in a multi-employer Retirement Income Plan sponsored by RPC, which was fully terminated in 2023. As part of termination, the Company settled its participant liabilities in one of the following ways – (i) through a lump-sum settlement at the election of the participants; or (ii) transfer to a commercial annuity provider or a government agency. The Company funded this transfer through the liquidation of investments in the Plan assets. The Company recognized a pre-tax, non-cash settlement charge of $2.4 million during 2023, which represented the accelerated recognition of net actuarial loss that was previously recorded in accumulated other comprehensive loss (net of tax) and deferred taxes (tax effect). In addition, RPC utilized funds related to the Company’s Plan assets to settle its participant liabilities. ​
​ | ​ | ​ | ​ | ​
(in thousands) |  | ​ | ​ | ​
December 31, |  |  | 2023
Accumulated benefit obligation at end of year | ​ | ​ | $ | —
​ | ​ | ​ | ​ | ​
Change in projected benefit obligation: | ​ | ​ |  | ​
Benefit obligation at beginning of year | ​ | ​ | $ | 3,146
Service cost | ​ | ​ |  | —
Interest cost | ​ | ​ |  | 5
Actuarial loss | ​ | ​ |  | (243)
Benefits paid | ​ | ​ |  | (131)
Settlement | ​ | ​ | ​ | (2,777)
Projected benefit obligation at end of year | ​ | ​ | $ | —
Change in plan assets: | ​ | ​ |  | ​
Fair value of plan assets at beginning of year | ​ | ​ | $ | 3,502
Actual return on plan assets | ​ | ​ |  | (70)
Benefits paid | ​ | ​ |  | (131)
Transfer of assets | ​ | ​ | ​ | (524)
Settlement | ​ | ​ | ​ | (2,777)
Fair value of plan assets at end of year | ​ | ​ | $ | —
Funded status at end of year | ​ | ​ | $ | —
​ The components of net periodic benefit cost of the Plan are summarized as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
(in thousands) | ​ | ​ | 2023 | ​ | 2022
Interest cost | ​ | ​ |  | 5 | ​ |  | 133
Expected return on plan assets | ​ | ​ |  | — | ​ |  | —
Amortization of net losses | ​ | ​ |  | 22 | ​ |  | 113
Settlement loss | ​ | ​ | ​ | 2,363 | ​ | ​ | 1,180
Net periodic cost (1) | ​ | ​ | $ | 2,390 | ​ | $ | 1,426
(1) | Reported as part of Selling, general and administrative expenses in the accompanying Consolidated Statements of Operations.
The pre-tax amounts recognized in other comprehensive income for the years ended December 31, 2023 and 2022 are summarized as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
(in thousands) |  |  | 2023 |  | 2022
Net loss (gain) | ​ | ​ | $ | (173) | ​ | $ | 549
Amortization of net loss | ​ | ​ |  | (22) | ​ |  | (113)
Settlement loss | ​ | ​ | ​ | (2,363) | ​ | ​ | (1,180)
Amount recognized in accumulated other comprehensive loss | ​ | ​ | $ | (2,558) | ​ | $ | (744)
​ 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. Effective January 1, 2019, the Company began matching 100% of employee 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 50% 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 two years of service. The charges to expense for Marine Products’ contributions to the 401(k) plan were $1.0 million in 2024, $1.2 million in 2023 and $1.2 million in 2022. Stock Incentive Plan — The Company has issued various forms of stock compensation, including incentive and non-qualified stock options, time-lapse restricted shares and performance share unit awards under its stock incentive plans to officers, selected employees and non-employee directors. In April 2024 the Company reserved 3,000,000 shares of common stock under the 2024 Stock Incentive Plan (“SIP”) with a term of 10 years expiring in April 2034. As of December 31, 2024, there were 2,965,216 shares available for grant under the SIP. 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 $4.2 million ($3.3 million after tax) for 2024, $3.7 million ($2.9 million after tax) for 2023, and $2.7 million ($2.1 million after tax) for 2022. We have not issued any stock options since 2003 and have no immediate plans to issue additional stock options. Restricted Stock — Marine Products grants selected employees and non-employee directors time lapse restricted stock that vest after a certain stipulated number of years from the grant date in the case of employees and that vest immediately for non-employee directors, depending on the terms of the issue. Time-lapse restricted shares granted to employees in 2024 vest ratably over a period of three years; the shares granted to employees in 2023 vest ratably over a period of four years; and the shares granted in 2022 vest ratably over a period of five years. Prior to 2022, the time-lapse restricted shares vested one-fifth per year beginning on the second anniversary of the grant date. Grantees receive dividends declared and retain voting rights for the granted shares. The agreement under which the restricted stock is issued provides 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) or normal retirement/disability (partially vests based on pre-approved formula), shares with restrictions are forfeited in accordance with the SIP. In addition to time-lapse restricted stock, officers and selected employees are granted Performance Share Unit (“PSU”) awards that vest at different levels based on pre-established financial performance targets with a modifier for stock performance based on total shareholder return. The Company periodically evaluates the portion of performance share unit awards that are probable to vest and updates compensation expense accruals accordingly. The PSUs typically cliff-vest at the end of a three year performance period. Upon termination of employment (other than due to death or disability as defined in the agreements), the unvested PSUs will be forfeited. In the event of death or disability as defined in the agreements, all unvested PSUs shall vest immediately at 100% of target levels, without regard to the actual EBITDA performance, and with no adjustment for the Total Shareholder Return modifier. PSU awards also include the right to dividend equivalents with respect to the underlying shares which are accrued over the performance period, based upon target payout level and paid out in cash upon vesting of the PSUs. To the extent the awards fail to vest or are forfeited, or the performance goals are not met but no such dividend equivalents will be payable. PSUs confer no voting rights with respect to the underlying shares prior to vesting and payout. The following is a summary of the changes in non-vested restricted shares for the year ended December 31, 2024: ​
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Weighted Average
​ | ​ | ​ | ​ | Grant-Date Fair
​ |  | Shares |  | Value
Non-vested shares at January 1, 2024 |  | 839,050 | ​ | $ | 13.81
Granted |  | 336,451 | ​ |  | 11.35
Vested |  | (297,303) | ​ |  | 13.70
Forfeited |  | (7,750) | ​ |  | 12.81
Non-vested shares at December 31, 2024 |  | 870,448 | ​ | $ | 12.90
​ The following is a summary of the changes in non-vested restricted shares for the year ended December 31, 2023: ​
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Weighted Average
​ | ​ | ​ | ​ | Grant-Date Fair
​ |  | Shares |  | Value
Non-vested shares at January 1, 2023 |  | 764,170 | ​ | $ | 14.15
Granted |  | 318,348 | ​ | ​ | 13.25
Vested |  | (243,468) | ​ | ​ | 14.16
Non-vested shares at December 31, 2023 |  | 839,050 | ​ | $ | 13.81
​ ​ 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 $11.35 in 2024, $13.25 in 2023 and $11.61 in 2022. The total fair value of shares vested was approximately $3.1 million in 2024, $3.2 million in 2023 and $2.2 million in 2022. The above table does not include any activity related to PSUs since they are not currently granted or vested. For the year ending December 31, 2024, approximately $47 thousand 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 $57 thousand of excess tax benefits for the year ending December 31, 2023. Other Information — As of December 31, 2024, total unrecognized compensation cost related to non-vested restricted shares was approximately $7.1 million which is expected to be recognized over a weighted-average period of 2.0 years.

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