STOCKHOLDERS’ EQUITY

A summary of changes in stockholders’ equity is as follows (dollars in thousands):



	Common Stock			Additional Paid-in Capital		Retained Earnings		Total Green Brick Partners, Inc. Stockholders’ Equity		Noncontrolling Interests			Total Stockholders’ Equity
	Shares	Amount		Additional Paid-in Capital		Retained Earnings		Total Green Brick Partners, Inc. Stockholders’ Equity		Noncontrolling Interests			Total Stockholders’ Equity
Balance as of December 31, 2017	50,598,901	$	506	$	289,938	$	125,903	$	416,347	$	16,691		$	433,038
Share-based compensation	—	—		71		—		71		—			71
Issuance of common stock under 2014 Omnibus Equity Incentive Plan, net of shares withheld for employee taxes	66,798	1		668		—		669		—			669
Amortization of deferred share-based compensation	—	—		96		—		96		—			96
Common stock issued in connection with the investment in the Challenger Subsidiary	20,000	—		—		—		—		—			—
Distributions	—	—		—		—		—		(8,045		)	(8,045		)
Net income	—	—		—		11,203		11,203		2,036			13,239
Balance as of March 31, 2018	50,685,699	$	507	$	290,773	$	137,106	$	428,386	$	10,682		$	439,068

Common Stock

Pursuant to the Company’s amended and restated certificate of incorporation (“Certificate of Incorporation”), the Company is authorized to issue up to 100,000,000 shares of common stock, par value $0.01 per share. As of March 31, 2018, there were 50,685,699 shares of common stock issued and outstanding.

During the three months ended March 31, 2018, 20,000 shares of common stock were issued as additional consideration for the investment in Challenger Subsidiary upon resolution of terms for such holdback shares.

Preferred Stock

Pursuant to the Company’s Certificate of Incorporation, the Company is authorized to issue up to 5,000,000 shares of preferred stock, par value $0.01 per share. The Board of Directors (“BOD”) has the authority, subject to any limitations imposed by law or NASDAQ listing rules, without further action by the stockholders, to issue such preferred stock in one or more series and to fix the voting powers, if any, the preferences and relative, participating, optional or other special rights or privileges, if any, of such series and the qualifications, limitations or restrictions thereof. These rights, preferences and privileges may include, but are not limited to, dividend rights, conversion rights, voting rights, terms of redemption, liquidation preferences, sinking fund terms and the number of shares constituting any series or the designation of that series. As of March 31, 2018, there were no shares of preferred stock issued and outstanding.

Share Repurchase Program

In March 2016, the Company’s BOD authorized a share repurchase program of up to 1,000,000 shares of its common stock. The share repurchase program expired in 2017. No shares were repurchased under the program.

Section 382 Transfer Restrictions

If we were to experience an ownership change, Section 382 of the Internal Revenue Code imposes an annual limitation which could impact the utilization of our net operating loss carryforwards. To reduce the likelihood of such an ownership change, our BOD implemented certain transfer restrictions, including Article V of the Company’s Certificate of Incorporation, and a Section 382 rights agreement regarding preservation of our net operating loss carryforwards. On March 27, 2014, the BOD declared a dividend of one preferred share purchase right with respect to each outstanding share of common stock to purchase one one-thousandth of a share of Series B Junior Participating Preferred Stock, par value $0.01 per share, at a price of $30.00 per one one-thousandth of a share, subject to adjustment as provided in the Section 382 rights agreement. The dividend was payable to stockholders of record at the close of business on April 7, 2014. As of March 31, 2018, the rights agreement has not been triggered.