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Earnings Per Common Share
 9 Months Ended
Sep. 30, 2022
Earnings Per Share [Abstract]  
Earnings Per Common Share

Note 2—Earnings Per Common Share

 

The following reconciles the numerator and denominator of the basic and diluted earnings per common share computation:

 

(In thousands except average market price and per share data)

                 
   Nine months   Three months 
   Ended September 30,   Ended September 30, 
   2022   2021   2022   2021 
                 
Numerator (Net income available to common shareholders)  $10,570   $11,546   $3,951   $4,748 
Denominator                    
Weighted average common shares outstanding for:                    
Basic shares   7,524    7,487    7,531    7,499 
Dilutive securities:                    
Deferred compensation   29    28    24    31 
Restricted stock – Treasury stock method   53    25    53    26 
Diluted shares   7,606    7,540    7,608    7,556 
Earnings per common share:                    
Basic   1.40    1.54    0.52    0.63 
Diluted   1.39    1.53    0.52    0.63 
The average market price used in calculating assumed number of shares  $19.53   $19.37   $18.11   $20.20 

 

Reclassification of Stock Units

 

In June 2022, all of the Company’s stock units were reclassified from “Other liabilities” to “Nonvested restricted stock and stock units” and are included in “Nonvested restricted stock and restricted stock and stock units” on the Balance Sheet beginning with the period ended June 30, 2022

 

The table below shows the balance as of June 30, 2022 for each type of stock unit reclassified.

 

 

(Dollars in thousands)    
Type of stock unit  Balance 
Nonemployee Director deferred compensation stock units   1,201 
Time-Based Restricted Stock Units   79 
Performance-Based Restricted Stock Units   138 
Total stock units reclassified   1,418 

 

Non-Employee Director Deferred Compensation Plan

Under the Company’s Non-Employee Director Deferred Compensation Plan, as amended and restated effective as of January 1, 2021, a director may elect to defer all or any part of annual retainer and monthly meeting fees payable with respect to service on the board of directors or a committee of the board. Units of common stock are credited to the director’s account as of the last day of such calendar quarter during which the compensation is earned and are included in dilutive securities in the table above. The non-employee director’s account balance is distributed by issuance of common stock within 30 days following such director’s separation from service from the board of directors. At September 30, 2022 and December 31, 2021, there were 92,142 and 85,765 units in the plan, respectively. The equity related to the plan at September 30, 2022 and December 31, 2021 amounted to $1.2 million and $1.1 million, respectively, and is included in “Nonvested restricted stock and stock units” on the balance sheet.

First Community Corporation 2011 Stock Incentive Plan

In 2011, the Company and its shareholders adopted a stock incentive plan whereby 350,000 shares were reserved for issuance by the Company upon the grant of stock options or restricted stock awards under the plan (the “2011 Plan”). The 2011 Plan provided for the grant of options to key employees and directors as determined by a stock option committee made up of at least two members of the board of directors. Options are exercisable for a period of ten years from the date of grant. There were no stock options outstanding and exercisable at September 30, 2022, December 31, 2021 and September 30, 2021. The 2011 Plan expired on March 15, 2021 and no new awards may be granted under the 2011 Plan. However, any awards outstanding under the 2011 Plan will continue to be outstanding and governed by the provisions of the 2011 Plan.

Under the 2011 Plan, the employee restricted shares and units generally cliff vest over a three-year period and the non-employee director shares vest approximately one year after issuance. The Company granted 13,302 restricted shares to employees and 2,662 shares to Directors with a fair value of $234.0 thousand and $140.0 thousand, respectively during 2021. The unrecognized compensation cost at September 30, 2022 and December 31, 2021 for all non-vested restricted shares amounted to $155.2 thousand and $293.9 thousand, respectively. The related compensation expense for restricted shares is expensed over the vesting period and was $44.2 thousand and $93.4 thousand for the three months ended September 30, 2022, and September 30, 2021, respectively. The related compensation expense for restricted shares was $138.7 thousand and $271.0 thousand for the nine months ended September 30, 2022 and September 30, 2021, respectively. Each time-based restricted stock unit (“TRSUs”) is convertible into one share of common stock at the time the unit vests. The related compensation cost for TRSUs is expensed over the vesting period and was $4.8 thousand and $8.3 thousand, respectively, for the three months ended September 30, 2022 and September 30, 2021. The related compensation cost for TRSUs for the nine months periods ended September 30, 2022 and September 30, 2021 was $16.7 thousand and $32.9 thousand, respectively. The unrecognized compensation cost for non-vested TRSUs at September 30, 2022 and December 31, 2021 was $8.0 thousand and $22.3 thousand, respectively.

Historically, the Company granted time-based equity awards that vested based on continued service. Beginning in 2021 and in addition to time-based equity awards, the Company began granting performance-based equity awards in the form of performance-based restricted stock units, with the target number of performance-based restricted stock units for the Company’s Chief Executive Officer and other executive officers representing 50% of total target equity awards. These performance-based restricted stock units cliff vest over three years and include conditions based on the following performance measures: total shareholder return, return on average equity, and non-performing assets. The Company granted 13,302 performance-based restricted stock units (“PRSUs”) with a fair value of $234.0 thousand during 2021. The related compensation cost for the PRSUs is expensed over the vesting period and was $19.5 thousand and $19.5 thousand, respectively, for the three months ended September 30, 2022 and September 30, 2021. The related compensation cost for PRSUs for the nine months ended September 30, 2022 and September 30, 2021 were $58.5 thousand and $45.5 thousand, respectively. The unrecognized compensation expense related to the PRSUs was $110.5 thousand and $130.0 thousand at September 30, 2022 and December 31, 2021, respectively.

First Community Corporation 2021 Omnibus Equity Incentive Plan

In 2021, the Company and its shareholders adopted an omnibus equity incentive plan whereby 225,000 shares were reserved for issuance by the Company to help the company attract, retain and motivate directors, officers, employees, consultants and advisors of the Company and its subsidiaries (the “2021 Plan”). The 2021 Plan replaced the 2011 Plan. No awards were granted under the 2021 Plan as of September 30, 2021. During the nine months ended September 30, 2022, the Company granted 7,358 restricted stock awards to Directors with a fair value of $154 thousand. The restricted stock awards will fully vest on January 1, 2023. During the nine months ended September 30, 2022, the Company granted 2,201 restricted stock awards to officers with a fair value of $45.6 thousand and vesting periods ranging from one to three years. The related compensation expense for all restricted shares is expensed over the vesting period and was $45.6 thousand and $119.3 thousand for the three and nine months ended September 30, 2022, respectively. At September 30, 2022 the unrecognized compensation cost for non-vested shares amounted to $80.3 thousand. During the nine months ended September 30, 2022, the Company granted 11,738 TRSUs and 11,738 PRSUs with a total fair value of $245.7 thousand and $245.7 thousand, respectively. The related compensation cost for TRSUs and PRSUs is expensed over the vesting period and was $20.5 thousand and $20.5 thousand, respectively, for the three months ended September 30, 2022. The related compensation cost for the nine months ended September 30, 2022, was $54.6 thousand and $54.6 thousand, respectively. At September 30, 2022, the Company had 186,094 shares reserved for future grants under the 2021 Plan.