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Stock-Based Compensation
 12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation
NOTE 19.  STOCK-BASED COMPENSATION         
At the special meeting of stockholders held on November 22, 2023, the Company's stockholders approved the Amended and Restated Banc of California, Inc. 2018 Stock Incentive Plan (the “Amended and Restated 2018 Plan”). The Company’s Amended and Restated 2018 Plan permits stock-based compensation awards to officers, directors, employees, and consultants and will remain in effect until November 30, 2033. The Amended and Restated 2018 Plan authorizes grants of stock-based compensation instruments to purchase or issue up to 8,789,197 shares. As of December 31, 2023, there were 8,769,328 shares available for grant under the Amended and Restated 2018 Plan. In addition to the Amended and Restated 2018 Plan, in connection with the Merger, the Company assumed the Amended and Restated PacWest Bancorp 2017 Stock Incentive Plan (the "PacWest 2017 Plan") with respect to PacWest's outstanding stock-based awards.
Restricted Stock
Restricted stock amortization totaled $27.4 million, $33.9 million, and $31.4 million for the years ended December 31, 2023, 2022, and 2021. Such amounts are included in compensation expense on the accompanying consolidated statements of earnings (loss) and exclude $1,305,000, $845,000, and $859,000 of stock-based compensation expense for the years ended December 31, 2023, 2022, and 2021 related to our directors, which is included in other expense on the accompanying consolidated statements of earnings (loss). The income tax benefit recognized in the consolidated statements of earnings (loss) related to this expense was $3.9 million, $6.6 million, and $6.0 million for the years ended December 31, 2023, 2022, and 2021. The amount of unrecognized compensation expense related to all unvested restricted stock units (“RSUs”), TRSAs and PRSUs as of December 31, 2023 totaled $27.4 million. Such expense is expected to be recognized over a weighted average period of 11 months.
The following table presents a summary of restricted stock transactions during the year ended December 31, 2023:
RSUs
TRSAs
PRSUs
Weighted
Weighted
Weighted
Average
Average
Average
Number
Grant Date
Number
Grant Date
Number
Grant Date
of
Fair Value
of
Fair Value
of
Fair Value
Year Ended December 31, 2023
Units
(Per Unit)
Shares
(Per Share)
Units
(Per Unit)
Unvested restricted stock,
beginning of year (1)483,207 $11.331,580,421 $50.02382,504 $52.39
Granted35,233 $12.49135,867 $41.49134,751 $48.41
Vested2,026 $17.48638,203 $49.1614,249 $55.73
Forfeited15,364 $17.00216,682 $51.48503,006 $51.23
Unvested restricted stock,
 end of year501,050 $11.21861,403 $48.95— $—
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(1)    For RSUs, the unvested restricted stock beginning of year amounts represent acquired amounts from the Merger.
The table above excludes 119,017 of immediately vested and time-based shares awarded to legacy PacWest directors at a weighted average price of $10.29.
Time-Based Restricted Stock Awards
At December 31, 2023, there were 501,050 shares of unvested RSUs outstanding pursuant to the Amended and Restated 2018 Plan. At December 31, 2023, there were 861,403 shares of unvested TRSAs outstanding pursuant to the PacWest 2017 Plan. The RSUs and TRSAs generally vest over a service period of three or four years from the date of the grant or immediately upon death of an employee. Compensation expense related to RSUs and TRSAs is based on the fair value of the underlying stock on the award date and is recognized over the vesting period using the straight‑line method. TRSAs were assumed by the Company in connection with the Merger and continue to vest in accordance with the original vesting schedule of the awards.
TRSA grants are subject to “double-trigger” vesting in the event of a change in control of the Company, as defined in the PacWest 2017 Plan, and in the event an employee's employment is terminated within 24 months after the change in control by the Company without Cause or by the employee for Good Reason, as defined in the PacWest 2017 Stock Plan, such awards will vest.
The weighted average grant date fair value per share of TRSAs granted during 2023, 2022, and 2021 were $41.49, $48.15, and $57.32. The vesting date fair value of TRSAs that vested during 2023, 2022, and 2021 was $14.0 million, $26.4 million, and $26.7 million.
Performance-Based Restricted Stock Units
At December 31, 2023, there were no units of PRSUs that have been granted. PRSUs granted by legacy PacWest Bancorp were automatically cancelled pursuant to the terms of the Merger Agreement as actual performance as of the latest practicable date prior to closing of the Merger was deemed to be below threshold levels. Compensation expense related to PRSUs is based on the fair value of the underlying stock on the award date and is amortized over the vesting period using the straight-line method unless it is determined that: (1) attainment of the financial metrics is less than probable, in which case a portion of the amortization is suspended, or (2) attainment of the financial metrics is improbable, in which case a portion of the previously recognized amortization is reversed and also suspended. Annual PRSU expense may vary during the performance period based upon changes in management's estimate of the number of shares that may ultimately vest. In the case where the performance target for the PRSU’s is based on a market condition (such as total shareholder return), the amortization is neither reversed nor suspended if it is subsequently determined that the attainment of the performance target is less than probable or improbable and the employee continues to meet the service requirement of the award.
The weighted average grant date fair value per share of PRSUs granted during 2023, 2022, and 2021 was $48.41, $57.78 and $49.00. The vesting date fair value of PRSUs that vested during 2023, 2022, and 2021 was $0.6 million, $2.2 million, and $0.8 million.