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Stock-Based Compensation | 6 Months Ended
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Jun. 30, 2023
Share-Based Payment Arrangement, Noncash Expense [Abstract] |
Stock-Based Compensation | Note 11 – Stock-Based Compensation Total stock-based compensation was $(100) and $(2,754) for the three months ended June 30, 2023 and 2022, respectively and $(191) and $1,490 for the six months ended June 30, 2023 and 2022, respectively. As of June 30, 2023, there was $1,822 of unearned compensation expense related to restricted stock awards, which will be recognized over the remaining weighted average requisite service period of 22 months. As of June 30, 2023, there was $1,664 of unearned compensation related to time-vested stock options, which will be recognized over the remaining requisite service period of 25 months. 2020 and 2021 Grants of Stock Appreciation Rights During 2020 and 2021, the Company granted 1,164,464 and 1,735,500 cash settled stock appreciation rights, respectively, to certain employees. Each stock appreciation right represents the right to receive a payment measured by the increase in the fair market value of one share of the Company’s stock from the date of grant of the stock appreciation right to the date of exercise of the stock appreciation right. Cash settled stock appreciation rights are classified as liabilities. The 2020 cash settled stock appreciation rights vest ratably over three years and have a contractual life of 10 years. Vesting of the 2021 cash settled stock appreciation rights was contingent upon the achievement of a thirty-day trailing average fair market value of a share of Common Stock of 133.3% ($3.17) or more of the exercise price per share of $2.38. When vesting of an award of stock-based compensation is dependent upon the attainment of a target stock price, the award is considered to be subject to a market condition. During the first quarter of 2021, the market condition for the 2021 cash settled stock appreciation rights was met. The 2021 cash settled stock appreciation rights vest ratably over three years and have a contractual life of 10 years. The Company measures the fair value of unvested cash settled stock appreciation rights using the Black-Scholes option valuation model and remeasures the fair value of the award each reporting period until the award is vested. Once vested the Company immediately recognizes compensation cost for any changes in fair value of cash settled stock appreciation rights until settlement. Fair value of vested cash settled stock appreciation rights represents the fair market value of one share of the Company’s stock on the measurement date less the exercise price per share. Compensation cost for cash settled stock appreciation rights is trued up each reporting period for changes in fair value pro-rated for the portion of the requisite service period rendered. Effective May 11, 2023, the outstanding cash settled stock appreciation rights were amended to provide for such awards to be settled in shares of the Company’s Common Stock rather than in cash as they were initially structured, resulting in a modification of the classification of these awards from liability to equity. The estimated fair value of the cash settled stock appreciation rights immediately preceding the modification was $1,738, estimated using the Black-Scholes option valuation model with the following assumptions:
|  |  |  |  |  |  |  | Expected |  | Risk Free |  |  |
|  |  |  |  |  | Expected |  | Dividend |  | Interest |  | Fair Value |
Grant Year |  | Grant Date |  | Expected Life |  | Volatility |  | Yield |  | Rate |  | Per Award |
2020 |  | 1/24/2020 |  | 3.4 years |  | 94.06% |  | 0.00% |  | 3.66% |  | $ | 2.00 |
2020 |  | 11/30/2020 |  | 4.1 years |  | 89.29% |  | 0.00% |  | 3.54% |  | $ | 1.85 |
2021 |  | 1/5/2021 |  | 4.2 years |  | 88.36% |  | 0.00% |  | 3.52% |  | $ | 1.89 |
The estimated fair value of the cash settled stock appreciation rights was $3,212 as of June 30, 2022. Stock-based compensation for cash settled stock appreciation rights was $(636) and $(2,951) for the three months ended June 30, 2023 and 2022, respectively, and $(1,219) and $808 for the six months ended June 30, 2023 and 2022, respectively. As of June 30, 2023, there was $167 of unearned compensation related to the cash settled stock appreciation rights, which will be recognized over the remaining requisite service period of 6 months. Inducement Options On June 26, 2023 (the “Grant Date”), the Company issued 300,000 inducement stock options (the “Inducement Options”) outside of The FreightCar America, Inc. 2022 Long Term Incentive Plan to one individual. The Inducement Options were issued at an exercise price of $2.73 and have a contractual life of 10 years. Vesting of the Inducement Options is contingent on the achievement of the later of (i) the first date the closing price of one share of the Company’s Common Stock is equal to or greater than 125% of the exercise price; and (ii) the vesting of one-third of the options per year for three consecutive years after, and on each anniversary of, the Grant Date. The Company measured the fair value of the Inducement Options as of the Grant Date using a Monte Carlo Simulation Model considering the following assumptions: trading stock price as of the Grant Date of $2.74, risk-free rate of 3.65%, volatility rate of 69.81%, and a term of 10 years. As the likelihood of achieving the market condition is factored into the Monte Carlo model, the stock-based compensation for the Inducement Options will be recognized ratably over the three-year service period.

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