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Stock Plans
12 Months Ended
Dec. 31, 2021
Stock Plans [Abstract]  
Stock Plans 10.STOCK PLANSThe Company has two stock-based compensation plans (the stock compensation plans) from which it can grant stock-based compensation awards and applies the fair value method of accounting for stock-based compensation provided under current accounting guidance. The guidelines require the cost of share-based payment transactions (including those with employees and non-employees) be recognized in the financial statements. The Company’s stock compensation plans were shareholder-approved and permit the grant of share-based compensation awards to its employees and directors. The Company believes that the stock-based compensation plans will advance the development, growth and financial condition of the Company by providing incentives through participation in the appreciation in the value of the Company’s common stock. In return, the Company hopes to secure, retain and motivate the employees and directors who are responsible for the operation and the management of the affairs of the Company by aligning the interest of its employees and directors with the interest of its shareholders. In the stock compensation plans, employees and directors are eligible to be awarded stock-based compensation grants which can consist of stock options (qualified and non-qualified), stock appreciation rights (SARs) and restricted stock.At the 2012 annual shareholders’ meeting, the Company’s shareholders approved and the Company adopted the 2012 Omnibus Stock Incentive Plan and the 2012 Director Stock Incentive Plan (collectively, the 2012 stock incentive plans). Unless terminated by the Company’s board of directors, the 2012 stock incentive plans will expire on and no stock-based awards shall be granted after the year 2022.In each of the 2012 stock incentive plans, the Company has reserved 750,000 shares of its no-par common stock for future issuance. The Company recognizes share-based compensation expense over the requisite service or vesting period. During 2015, the Company created a Long-Term Incentive Plan (LTIP) that awarded restricted stock and stock-settled stock appreciation rights (SSARs) to senior officers based on the attainment of performance goals. The service requirement was the participant’s continued employment throughout the LTIP with a three year vesting period. Under this plan, the restricted stock had a two year post vesting holding period requirement. The SSAR awards have a ten year term from the date of each grant. During the first quarter of 2019, the Company approved a 1 year LTIP and awarded restricted stock and SSARs to senior officers and managers in February 2019 based on 2018 performance. Under this plan, the restricted stock had a two year post vesting holding period requirement. The SSAR awards have a ten year term from the date of each grant.During the first quarter of 2020, the Company approved a 1 year LTIP and awarded restricted stock to senior officers and managers in February and March 2020 based on 2019 performance. During the second quarter of 2020, 500 shares of restricted stock were granted to one new employee after the merger.During the first quarter of 2021, the Company approved a 1-year LTIP and awarded restricted stock to senior officers and managers in February and March 2021 based on 2020 performance. During the third quarter of 2021, 476 shares of restricted stock were granted to one new employee after the merger.‎ The following table summarizes the weighted-average fair value and vesting of restricted stock grants awarded during 2021, 2020 and 2019 under the 2012 stock incentive plans: 2021 2020 2019 Weighted- Weighted- Weighted- Shares average grant Shares average grant Shares average grant granted date fair value granted date fair value granted date fair value Director plan 12,500(2)$ 52.00 6,000(2)$ 56.63 5,600(2)$ 54.69Omnibus plan 13,552(3) 52.00 11,761(3) 55.06 7,251(2) 54.69Omnibus plan 50(1) 58.17 50(1) 57.62 50(1) 58.08Omnibus plan 36(3) 58.17 500(2) 34.02 - -Omnibus plan 476(2) 52.62 - - - -Total 26,614 $ 52.03 18,311 $ 55.00 12,901 $ 54.70(1)Vest after 1 year (2) Vest after 3 years – 33% each year (3) Vest fully after 3 yearsThe fair value of the shares granted in 2021 was calculated using the grant date stock price.A summary of the status of the Company’s non-vested restricted stock as of and changes during the period indicated are presented in the following table: 2012 Stock incentive plans Director Omnibus Total Weighted- average grant date fair valueNon-vested balance at December 31, 2018 12,600 17,360 29,960 $ 38.99Granted 5,600 7,301 12,901 54.70Forfeited - (126) (126) 54.69Vested (7,000) (8,574) (15,574) 33.81Non-vested balance at December 31, 2019 11,200 15,961 27,161 $ 49.48Granted 6,000 12,311 18,311 55.00Forfeited - - - Vested (7,798) (7,597) (15,395) 48.47Non-vested balance at December 31, 2020 9,402 20,675 30,077 $ 53.36Granted 12,500 14,114 26,614 52.03Forfeited - (439) (439) 52.66Vested (6,982) (6,227) (13,209) 51.23Non-vested balance at December 31, 2021 14,920 28,123 43,043 $ 53.20 A summary of the status of the Company’s SSARs as of and changes during the period indicated are presented in the following table: Awards Weighted-average grant date fair value Weighted-average remaining contractual term (years)Outstanding December 31, 2018 89,250 $ 8.36 8.2Granted 11,073 16.79 10.0Exercised (3,059) 3.48 Forfeited - - Outstanding December 31, 2019 97,264 $ 9.47 7.5Granted - - -Exercised - - -Forfeited - - -Outstanding December 31, 2020 97,264 $ 9.47 6.5Granted - Exercised (2,932) 3.48 Forfeited - Outstanding December 31, 2021 94,332 $ 9.66 5.5 Of the SSARs outstanding at December 31, 2021, 90,639 vested and were exercisable. SSARs vest over a three year period – 33% per year. During the first quarter of 2021, there were 2,932 SSARs exercised. The intrinsic value recorded for these SSARs was $10,190. The tax deduction realized from the exercise of these SSARs was $125,810 resulting in a tax benefit of $26,420. There were no SSARs exercised during 2020. During 2019, there were 3,059 SSARs exercised. The intrinsic value recorded for these SSARs was $10,631. The tax deduction realized from the exercise of these SSARs was $108,134 resulting in a tax benefit of $22,708. Share-based compensation expense is included as a component of salaries and employee benefits in the consolidated statements of income. The following tables illustrate stock-based compensation expense recognized on non-vested equity awards during the years ended December 31, 2021, 2020 and 2019 and the unrecognized stock-based compensation expense as of December 31, 2021: (dollars in thousands) 2021 2020 2019Stock-based compensation expense: Director stock incentive plan $ 422 $ 434 $ 240Omnibus stock incentive plan 640 740 611Employee stock purchase plan 44 27 107Total stock-based compensation expense $ 1,106 $ 1,201 $ 958In addition, during 2021, 2020 and 2019 the Company reversed accruals of ($10 thousand), ($0.1 million) and ($0.1 million) in stock-based compensation expense for restricted stock and SSARs to be awarded under the Omnibus Plan. As of(dollars in thousands) December 31, 2021Unrecognized stock-based compensation expense: Director plan $ 498Omnibus plan 781Total unrecognized stock-based compensation expense $ 1,279The unrecognized stock-based compensation expense as of December 31, 2021 will be recognized ratably over the periods ended February 2024 and July 2024 for the Director Plan and the Omnibus Plan, respectively.In addition to the 2012 stock incentive plans, the Company established the 2002 Employee Stock Purchase Plan (the ESPP) and reserved 165,000 shares of its un-issued capital stock for issuance under the plan. The ESPP was designed to promote broad-based employee ownership of the Company’s stock and to motivate employees to improve job performance and enhance the financial results of the Company. Under the ESPP, participation is voluntary whereby employees use automatic payroll withholdings to purchase the Company’s capital stock at a discounted price based on the fair market value of the capital stock as measured on either the commencement or termination dates, as defined. As of December 31, 2021, 89,642 shares have been issued under the ESPP. The ESPP is considered a compensatory plan and is required to comply with the provisions of current accounting guidance. The Company recognizes compensation expense on its ESPP on the date the shares are purchased, and it is included as a component of salaries and employee benefits in the consolidated statements of income.The Company also established the dividend reinvestment plan (the DRP) for its shareholders. The DRP is designed to avail the Company’s stock at no transactional cost to its shareholders. Cash dividends paid to shareholders who are enrolled in the DRP plus voluntary cash deposits received can be used to purchase shares, directly from the Company, from shares that become available in the open market or in negotiated transactions with third parties. The Company has reserved 750,000 shares of its un-issued capital stock for issuance under the DRP. As of December 31, 2021, there were 591,730 shares available for future issuance.