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SHAREHOLDERS' EQUITY
 3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
SHAREHOLDERS' EQUITY SHAREHOLDERS’ EQUITY
Common Stock
The Company’s common stock has no par value and each holder of common stock is entitled to one vote for each share held (though certain voting restrictions may exist on non-vested restricted stock) .
On January 6, 2022, the Company filed a Form S-3 Registration Statement with the SEC providing that the Company may offer and sell from time to time, separately or together, in multiple series or in one or more offering, any combination of common stock, preferred stock, debt securities, warrants, depository shares and units, up to a maximum aggregate offer price of $100 million. During the three months ended March 31, 2024, the Company sold no shares of common stock.
Stock-Based Compensation Plans
The 2008 Stock Incentive Plan ("the 2008 Plan") was frozen in connection with the adoption of First Western Financial, Inc. 2016 Omnibus Incentive Plan (“the 2016 Plan”) and no new awards may be granted under the 2008 Plan. Remaining shares not issued under the 2008 Plan poured into the 2016 Plan. As of March 31, 2024, there were a total of 435,883 shares available for issuance under the 2016 Plan. If the Awards outstanding under the 2008 Plan or the 2016 Plan are forfeited, cancelled or terminated with no consideration paid to the Company, those amounts will increase the number of shares eligible to be granted under the 2016 Plan.
Stock Options
The Company did not grant any stock options during the three months ended March 31, 2024 and 2023.
During the three months ended March 31, 2024 and 2023, the Company recognized no stock based compensation expense associated with stock options. As of March 31, 2024, the Company has no unrecognized stock-based compensation expense related to stock options.
The following presents activity for nonqualified stock options during the three months ended March 31, 2024:
Number
of
Options		Weighted
Average
Exercise
Price		Weighted
Average
Remaining
Contractual
Term		Aggregate
Intrinsic
Value
Outstanding as of December 31, 2023130,936$23.79 
Granted—— 
Exercised— — 
Forfeited or expired(3,500)25.00 
Outstanding as of March 31, 2024127,43623.75 1.3
(1)
Options fully vested / exercisable as of March 31, 2024127,43623.75 1.3
(1)
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(1)Nonqualified stock options outstanding at the end of the period and those fully vested/exercisable had immaterial aggregate intrinsic values.
As of March 31, 2024, there were 127,436 options that were exercisable. Exercise prices are between $20.00 and $27.00 per share, and the options are exercisable for a period of ten years from the original grant date and expire on various dates between 2024 to 2026.
Restricted Stock Units
Pursuant to the 2016 Plan, the Company may grant associates and non-associate directors long-term cash and stock-based compensation. Historically, the Company has granted certain associates restricted stock units which are earned over time or based on various performance measures and convert to common stock upon vesting, which are summarized here and expanded further below.
The following presents the activity for the Time Vesting Units and the Financial Performance Units during the three months ended March 31, 2024:
Time
Vesting
Units		Financial
Performance
Units
Outstanding as of December 31, 2023242,524291,416
Granted5,752—
Vested—(59,449)
Forfeited (15,570)(53,097)
Outstanding as of March 31, 2024232,706178,870
During the three months ended March 31, 2024, the Company issued 40,126 net shares of common stock upon the settlement of Restricted Stock Units. The remaining 19,323 shares, with a combined market value at the dates of settlement of $0.4 million, were withheld to cover employee withholding taxes and were subsequently added back to the Company’s pool of shares available for issuance. During the three months ended March 31, 2023, the Company issued 6,364 net shares of common stock upon the settlement of Restricted Stock Units. The remaining 1,888 shares, with a combined market value at the dates of settlement of $0.1 million, were withheld to cover employee withholding taxes and were subsequently added back to the Company’s pool of shares available for issuance.
Time Vesting Units
Time Vesting Units are granted to full-time associates and board members at the date approved by the Company’s board of directors. The Company granted 5,752 Time Vesting Units during the three months ended March 31, 2024. During the three months ended March 31, 2024 and 2023, the Company recognized compensation expense of $0.3 million and $0.4 million, respectively, for the Time Vesting Units. As of March 31, 2024, there was $4.1 million of unrecognized compensation expense related to the Time Vesting Units, which is expected to be recognized over a weighted-average period of 3.1 years.
Financial Performance Units
Financial Performance Units are granted to certain key associates and are earned based on the Company achieving various financial performance metrics. If the Company achieves the financial metrics, which include various thresholds from 0% up to 150%, then the Financial Performance Units will have a subsequent vesting period.
The following presents the Company’s existing Financial Performance Units as of March 31, 2024 (dollars in thousands, except share amounts):
Grant PeriodThreshold AccrualMaximum Issuable
Shares at Current
Threshold		Unrecognized Compensation
Expense
Weighted-Average (1)
Financial Metric End DateVesting Requirement End Date
May 1, 2020 through December 31, 2021, excluding November 18, 2020150 %58,809$118,049 0.8 yearsDecember 31, 2022December 31, 2024
On November 18, 2020114 11,57664,075 1.6 yearsDecember 31, 2022
50% November 18, 2023 & 2025
May 3, 2021 through August 11, 202155 16,589159,686 1.8 yearsDecember 31, 2023December 31, 2025
May 2, 2022 through November 2, 2022, excluding August 4, 2022 (2)
— — — 2.8 yearsDecember 31, 2024December 31, 2026
On August 4, 2022 (3)
33 9,090155,645 2.8 yearsDecember 31, 2024December 31, 2026
On May 1, 2023 (2)
— — — 3.8 yearsDecember 31, 2025December 31, 2027
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(1)Represents the expected unrecognized stock-based compensation expense recognition period.
(2) As the performance threshold is not expected to be met in future performance periods, there is no related unrecognized compensation as of March 31, 2024.
(3) Performance threshold was not met for the years ended December 31, 2022 and 2023. As of March 31, 2024, the 100% threshold is expected to be met for the year ended December 31, 2024.
The following table presents the Company’s Financial Performance Units activity for the periods noted (dollars in thousands, except share amounts):
Units GrantedCompensation Expense Recognized
Three Months Ended March 31,Three Months Ended March 31,
Grant Period2024202320242023
May 1, 2019 through April 30, 2020——$— $53 
May 1, 2020 through December 31, 2021, excluding November 18, 2020——(51)48 
On November 18, 2020——10 19 
May 3, 2021 through August 11, 2021——(93)56 
May 2, 2022 through November 2022, excluding August 4, 2022(1)
——— — 
On August 4, 2022 (2)
——14 28 
On May 1, 2023 (1)
——— — 
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(1) Performance threshold was not met for the three months ended March 31, 2024 and 2023, therefore, no compensation expense was recognized for the three months ended March 31, 2024 and 2023.
(2) Performance threshold was not met for the years ended December 31, 2022 and December 31, 2023. As of March 31, 2024, the threshold is expected to be met for the year ended December 31, 2024.