Capital

The Company has authorized 500,000,000 common shares, $0.01 par value per share, and 100,000,000 preferred shares, $0.01 par value per share. The Board of Trustees may authorize the issuance of additional shares of either class. As of September 30, 2018 and December 31, 2017, there were 12,703,474 and 13,340,217 common shares outstanding, respectively. No preferred shares have been issued.

During the three-month periods ended September 30, 2018 and 2017, the Board of Directors authorized dividends totaling $0.37 per share and $0.40 per share, respectively. Total dividends declared during the three-month periods ended September 30, 2018 and 2017 were $4.7 million and $5.3 million. During the nine-month periods ended September 30, 2018 and 2017, the Board of Directors authorized dividends totaling $1.11 per share and $1.20 per share, respectively. Total dividends declared during the nine-month periods ended September 30, 2018 and 2017 were $14.2 million and $13.9 million, respectively.

On September 12, 2018, the Company's Board of Trustees authorized the issuance of 13,144 shares to its independent trustees pursuant to director share award agreements. Such shares will vest and become non-forfeitable on September 11, 2019.

Detailed below is a roll forward of the Company's common shares outstanding for the three- and nine-month periods ended September 30, 2018 and 2017:



	Three-Month Period Ended September 30,			Nine-Month Period Ended September 30,
	2018		2017	2018		2017
Common Shares Outstanding (6/30/2018, 6/30/2017, 12/31/2017, and 12/31/2016, respectively)	12,712,050		12,367,598	13,340,217		9,130,897
Share Activity:
Shares issued	—		958,230	—		4,194,968
Restricted shares issued	13,144		9,976	13,144		9,976
Shares repurchased	(21,720	)	—	(649,887	)	—
Forfeiture of common shares to satisfy tax withholding obligations	—		—	—		(37	)
Common Shares Outstanding (9/30/2018, 9/30/2017, 9/30/2018, and 9/30/2017, respectively)	12,703,474		13,335,804	12,703,474		13,335,804
Unvested restricted shares outstanding (9/30/2018, 9/30/2017, 9/30/2018, and 9/30/2017, respectively)	19,113		16,515	19,113		16,515

The below table provides details on the Company's restricted shares granted pursuant to share award agreements which are unvested at September 30, 2018:



Grant Recipient	Number of Restricted Shares Granted	Grant Date	Vesting Date⁽¹⁾
Independent trustees:
	13,144	September 12, 2018	September 11, 2019
Partially dedicated employees:
	2,630	December 12, 2017	December 12, 2018
	1,783	December 12, 2017	December 12, 2019
	1,556	December 13, 2016	December 13, 2018


(1)	Date at which such restricted shares will vest and become non-forfeitable.

As of September 30, 2018, there were 327,317 shares available for future issuance under the Company's 2013 Equity Incentive Plan.

On June 13, 2018, the Company's Board of Trustees approved the adoption of a share repurchase program under which the Company is authorized to repurchase up to 1.2 million common shares. The program, which is open-ended in duration, allows the Company to make repurchases from time to time on the open market or in negotiated transactions, including through Rule 10b5-1 plans. Repurchases are at the Company's discretion, subject to applicable law, share availability, price and its financial performance, among other considerations. This program superseded the program that was previously adopted on February 6, 2018. During the three-month period ended September 30, 2018, the Company purchased 21,720 of its common shares at an aggregate cost of $0.2 million, and an average price per share of $10.82. During the nine-month period ended September 30, 2018, the Company purchased 649,887 of its common shares at an aggregate cost of $7.3 million, and an average price per share of $11.16. From inception of the current share repurchase program adopted on June 13, 2018 through September 30, 2018, the Company purchased 21,720 of its common shares at an aggregate cost of $0.2 million, and an average price per share of $10.82.

Distribution Policy

The timing and frequency of distributions will be determined by the Board of Trustees based upon a variety of factors deemed relevant by the Company's trustees, including restrictions under applicable law, capital requirements of the Company, and the REIT requirements of the Code. Distributions to shareholders generally will be taxable as ordinary income, although a portion of such distributions may be designated as long-term capital gain or qualified dividend income, or may constitute a return of capital. The Company will furnish annually to each shareholder a statement setting forth distributions paid or deemed paid during the preceding year and their U.S. federal income tax treatment. It is the intention of the Company to distribute at least 100% of its taxable income, after application of available tax attributes, within the time limits prescribed by the Internal Revenue Code, which may extend into the subsequent taxable year.