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Equity and Stock-Based Compensation
 3 Months Ended
Mar. 31, 2016
Equity [Abstract]  
Equity and Stock-Based Compensation
Equity and Stock-Based Compensation
Dividends—Common stock dividends declared for the three months ended March 31, 2016 and 2015, were $2.8 million and $1.2 million, respectively.
Performance Stock Units—On June 8, 2015, the compensation committee of the board of directors of the Company approved grants of PSUs to certain executive officers. The award agreements provide for the grant of a target number of approximately 155,000 PSUs that will be settled in shares of common stock of the Company, if and when the applicable vesting criteria have been achieved following the end of the performance and service period, which began on January 1, 2015 and ends on December 31, 2017. The target number of PSUs may be adjusted from 0% to 200% based on achievement of a specified relative total stockholder return based on the formula determined by the Company’s Compensation Committee on the grant date. The performance criteria for the PSUs are based on market conditions under the relevant literature, and the PSUs were granted to non-employees. At March 31, 2016, the outstanding PSUs had an unamortized fair value of $1.1 million which is expected to be recognized over a period of 1.75 years. For the three months ended March 31, 2016, a credit to compensation expense of $398,000 was recorded due to changes in the fair value of the PSUs and is included in “advisory service fee” on our consolidated statements of operations. No compensation expense/credit was recorded for the three months ended March 31, 2015.
Restricted Stock Units—For the three months ended March 31, 2016 and 2015, expense of $23,000 and $67,000, respectively, was associated with restricted shares of our common stock issued to Ashford LLC’s employees and included in “advisory services fee” on our condensed consolidated statements of operations. At March 31, 2016, the unrecognized cost of the unvested shares of restricted stock issued to Ashford LLC’s employees was $469,000 which will be expensed over a period of 2.0 years.
Stock Repurchases—On October 27, 2014, our board of directors approved a share repurchase program under which the Company may purchase up to $100 million of the Company’s common stock from time to time. The repurchase program does not have an expiration date. The specific timing, manner, price, amount and other terms of the repurchases are at management’s discretion and depend on market conditions, corporate and regulatory requirements and other factors. The Company is not required to repurchase shares under the repurchase program, and may modify, suspend or terminate the repurchase program at any time for any reason. Under the repurchase program, we repurchased 471,064 shares of our common stock, for approximately $8.1 million, during the three months ended March 31, 2015. No shares were repurchased during the three months ended March 31, 2016. As of March 31, 2016, we have purchased a cumulative 1.4 million shares of our common stock, for approximately $24.2 million, since the program’s inception on November 4, 2014.
Series C Preferred Stock—On February 1, 2016, Prime GP, as general partner of Ashford Prime OP, entered into the Second Amended and Restated Agreement of Limited Partnership of Ashford Hospitality Prime Limited Partnership (the “Amended Partnership Agreement”). The Amended Partnership Agreement broadens in various ways the rights of the general partner. As consideration for the limited partners of Ashford Prime OP to approve the Amended Partnership Agreement, we agreed to create and provide qualified limited partners the opportunity to purchase shares of Series C Preferred Stock of the Company (the “Series C Preferred Stock”).
On April 7, 2016, in response to feedback from the investor community, the Company determined to refrain from issuing the Series C Preferred Stock unless and until the issuance of the Series C Preferred Stock, in a form and manner that complies with all applicable state and federal laws and stock exchange rules, shall have been approved by the Company’s stockholders. Accordingly, Ashford Prime OP General Partner LLC, Ashford Prime OP’s general partner, has agreed to reverse the amendments in the Amended Partnership Agreement unless and until the Series C Approval has been sought and obtained.
Noncontrolling Interest in Consolidated Entities—A partner had a noncontrolling ownership interest of 25% in two hotel properties with a total carrying value of $(5.7) million and $(5.8) million at March 31, 2016 and December 31, 2015, respectively. Income of $145,000 and net loss of $147,000 was allocated to noncontrolling interest in consolidated entities for the three months ended March 31, 2016 and 2015, respectively.