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Equity and Stock-Based Compensation
 6 Months Ended
Jun. 30, 2016
Equity [Abstract]  
Equity and Stock-Based Compensation
Equity and Stock-Based Compensation
Dividends—Common stock dividends declared for the three and six months ended June 30, 2016, were $3.2 million and $6.0 million, respectively. Common stock dividends declared for the three and six months ended June 30, 2015, were $2.5 million and $3.7 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 June 30, 2016, the outstanding PSUs had an unamortized fair value of $1.9 million which is expected to be recognized over a period of 1.50 years. Compensation expense of $810,000 and $412,000 was recorded for the three and six months ended June 30, 2016, respectively, and is included in “advisory service fee” on our condensed consolidated statements of operations. For both the three and six months ended June 30, 2015, $137,000 of expense was associated with PSUs issued to certain executive officers and included in “advisory services fee.”
Restricted Stock Units—For the three and six months ended June 30, 2016, expense of $246,000 and $269,000, 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. For the three and six months ended June 30, 2015, this expense was $78,000 and $145,000, respectively. Expense of $177,000 was recorded for both the three and six months ended June 30, 2016 and expense of $153,000 was recorded for both the three and six months ended June 30, 2015, respectively, which was associated with shares of our common stock issued to our independent directors was recorded and included in “corporate general and administrative” expense on our condensed consolidated statements of operations. At June 30, 2016, the unrecognized cost of the unvested shares of restricted stock issued to Ashford LLC’s employees was $1.1 million which will be expensed over a period of 2.75 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. On April 8, 2016, our board of directors authorized utilizing up to $50 million to repurchase common stock. For the three and six months ended June 30, 2016, we repurchased 2.2 million shares for approximately $30.0 million. During the six months ended June 30, 2015, we repurchased 471,000 shares for approximately $8.1 million. As of June 30, 2016, we have purchased a cumulative 3.6 million shares of our common stock, for approximately $54.2 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 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.
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 June 30, 2016 and December 31, 2015, respectively. Our ownership interest is reported in equity in the consolidated balance sheets. Noncontrolling interests in consolidated entities were allocated net loss of $80,000 and net income of $65,000 for the three and six months ended June 30, 2016, respectively, and allocated net income of $125,000 and net loss of $22,000 for the three and six months ended June 30, 2015, respectively.