XML 37 R19.htm IDEA: XBRL DOCUMENT v3.23.3
Note 11 - Other Stock Plans
 12 Months Ended
Sep. 30, 2023
Stock Plans, Excluding Stock Options [Member]  
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

11.

OTHER STOCK PLANS

 

Dividend Reinvestment and Stock Purchase Plan

 

The Company offers a DRIP Plan to shareholders of record for the reinvestment of dividends and the purchase of up to $100,000 per year in additional shares of common stock of the Company. Under the DRIP, the Company issued 32,805 and 34,290 shares in 2023 and 2022, respectively. As of September 30, 2023, the Company had 265,624 shares of stock available for issuance under the DRIP.

 

Restricted Stock Plan for Outside Directors

 

The Board of Directors of the Company implemented the RSPD in 1997. Under the RSPD, each director may elect annually to have up to 100% of his or her fees paid in shares of common stock ("Director Restricted Stock"); however, a minimum of 40% of the monthly retainer fee must be paid to each non-employee director of Resources in shares of Director Restricted Stock until such time as the director has accumulated at least 10,000 shares. The number of shares of Director Restricted Stock awarded each month is determined based on the closing sales price of Resources' common stock on the NASDAQ Global Market on the first business day of the month. The Director Restricted Stock issued under the Plan vests only in the case of a participant's death, disability, retirement, or in the event of a change in control of Resources. The Director Restricted Stock may not be sold, transferred, assigned or pledged by the participant until the shares have vested under the terms of the Plan. The shares of Director Restricted Stock will be forfeited to Resources by a participant's voluntary resignation during his or her term on the Board or removal for cause as a director.

 

The Company assumes all directors will complete their term and there will be no forfeiture of the Director Restricted Stock. Since the inception of the RSPD, no director has forfeited any shares of Director Restricted Stock. The Company recognizes as compensation the market value of the Director Restricted Stock in the period it is issued.

 

The following table reflects the director compensation activity pursuant to the Plan:

 

  

2023

  

2022

 
  

Shares

  

Weighted-Average Fair Value on Date of Grant

  

Shares

  

Weighted-Average Fair Value on Date of Grant

 

Beginning of year balance

  108,127  $16.27   110,444  $15.05 

Granted

  14,080   21.25   13,538   21.55 

Vested

  —   —   (15,855)  12.33 

End of year balance

  122,207  $16.84   108,127  $16.27 

 

The fair market value of the Director Restricted Stock included in compensation during fiscal 2023 and 2022 was $299,200 and $291,767, respectively. No Director Restricted Stock was forfeited during fiscal 2023 or 2022. During fiscal 2023, an additional 200,000 shares were registered and added to the RSPD, as authorized and approved by shareholders at the Annual Shareholder meeting on January 23, 2023.

 

As of September 30, 2023, the Company had 196,559 shares available for issuance under the RSPD.

 

RGC Resources, Inc. Restricted Stock Plan

 

The Board of Directors of the Company implemented the RSPO in 2017 as approved by shareholders. Under the RSPO, the Compensation Committee of the Board of Directors may grant shares of common stock ("Officer Restricted Stock") that vest over time to key employees and officers for the purpose of attracting and retaining those individuals essential to the operation and growth of the Company. The RSPO provides for certain restrictions and non-transferability requirements until minimum levels of ownership are obtained. Such restrictions may continue beyond the vesting period.

 

The Company assumes all officers will complete their requirements and there will be no forfeiture of the Officer Restricted Stock.

 

The following table reflects the officer compensation activity pursuant to the RSPO:

 

  

2023

  

2022

 
  

Shares

  

Weighted-Average Fair Value on Date of Grant

  

Shares

  

Weighted-Average Fair Value on Date of Grant

 

Beginning of year balance

  22,539  $23.44   11,836  $25.17 

Granted

  —   —   26,897   23.19 

Vested

  (13,573)  23.61   (16,194)  24.29 

End of year balance

  8,966  $23.19   22,539  $23.44 

 

The fair market value of the Officer Restricted Stock included as compensation during fiscal 2023 and 2022 was $169,879 and $534,710, respectively. As of September 30, 2023, the Company had 366,745 shares available for issuance under the RSPO.

 

Stock Bonus Plan

 

Shares from the Stock Bonus Plan may be issued to certain employees and management personnel in recognition of their performance and service. Under the Stock Bonus Plan, the Company issued 105 shares at $23.76 per share in 2023 and no shares in 2022. As of  September 30, 2023, the Company had 4,680 shares of stock available for issuance under the Stock Bonus Plan.