Stockholders’ Equity and Partners’ Capital

HTALP’s operating partnership agreement provides that it will distribute cash flow from operations and net sale proceeds to its partners in accordance with their overall ownership interests at such times and in such amounts as the general partner determines. Dividend distributions are made such that a holder of one OP Unit in HTALP will receive distributions from HTALP in an amount equal to the dividend distributions paid to the holder of one share of our common stock. In addition, for each share of common stock issued or redeemed by us, HTALP issues or redeems a corresponding number of OP Units.

Common Stock Offerings

In June 2018, we settled a forward sale arrangement pursuant to a forward equity agreement that was entered into in October 2017, which included the sale of approximately 2.6 million shares of our common stock for net proceeds of approximately $73.8 million, adjusted for costs to borrow equating to a net price to us of $28.94 per share of common stock. Refer to Note 13 - Per Share Data of HTA to these condensed consolidated financial statements for a more detailed discussion related to our forward equity agreement.

Stock Repurchase Plan

On June 8, 2018, our Board of Directors approved a stock repurchase plan authorizing us to purchase up to $100.0 million of our common stock from time to time prior to the expiration thereof on June 7, 2020. During June 2018, pursuant to this plan, we repurchased 333,002 shares of our common stock, at an average price of $26.26 per share, for an aggregate amount of $8.7 million. Subsequent to June 30, 2018, our Board of Directors terminated the foregoing plan and adopted a new plan with an increased share repurchase authorization of up to $300 million.

Common Stock Dividends

See our accompanying condensed consolidated statements of operations for the dividends declared during the three and six months ended June 30, 2018 and 2017. On August 2, 2018, our Board of Directors announced an increased quarterly dividend of $0.310 per share of common stock and per OP unit to be paid on October 5, 2018 to stockholders of record of our common stock and holders of our OP Units on October 2, 2018.

Incentive Plan

The Plan permits the grant of incentive awards to our employees, officers, non-employee directors and consultants as selected by our Board of Directors. The Plan authorizes us to grant awards in any of the following forms: options; stock appreciation rights; restricted stock; restricted or deferred stock units; performance awards; dividend equivalents; other stock-based awards, including units in HTALP; and cash-based awards. Subject to adjustment as provided in the Plan, the aggregate number of awards reserved and available for issuance under the Plan is 5,000,000 shares. As of June 30, 2018, there were 1,397,867 awards available for grant under the Plan.

Restricted Common Stock

For the three and six months ended June 30, 2018, we recognized compensation expense of $2.2 million and $5.7 million, respectively. For the three and six months ended June 30, 2017, we recognized compensation expense of $1.3 million and $3.8 million, respectively. Compensation expense was recorded in general and administrative expenses in the accompanying condensed consolidated statements of operations.

As of June 30, 2018, we had $10.1 million of unrecognized compensation expense, net of estimated forfeitures, which we will recognize over a remaining weighted average period of 1.6 years.

The following is a summary of our restricted common stock activity as of June 30, 2018 and 2017, respectively:



	June 30, 2018				June 30, 2017
	Restricted Common Stock		Weighted Average Grant Date Fair Value		Restricted Common Stock		Weighted Average Grant Date Fair Value
Beginning balance	589,606		$	29.38	640,870		$	27.36
Granted	323,354		28.86		244,753		29.67
Vested	(219,418	)	28.97		(248,138	)	25.15
Forfeited	(28,611	)	29.59		(47,344	)	28.54
Ending balance	664,931		$	29.25	590,141		$	29.19