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Stock-Based Compensation Plan
6 Months Ended
Jun. 30, 2020
Stock-Based Compensation Plan [Abstract]  
Stock-Based Compensation Plan (7) Stock–Based Compensation Plan

2019 Incentive Plan

In June 2019, the Company’s stockholders approved the CAI International, Inc. 2019 Incentive Plan (2019 Plan), which replaced the CAI International, Inc. Amended and Restated 2007 Equity Incentive Plan (2007 Plan). No further awards will be made under the 2007 Plan. Under the 2019 Plan, a maximum of 2,577,075 share awards may be granted. Under the 2019 Plan, the Company may grant incentive and nonqualified stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance awards and other stock or cash-based awards.

Stock Options

Stock options granted to employees have a vesting period of four years from the grant date, with 25% vesting after one year, and 1/48th vesting each month thereafter until fully vested. Stock options granted to independent directors vest in one year. All of the stock options have a contractual term of ten years.

The following table summarizes the Company’s stock option activities for the six months ended June 30, 2020 and 2019:

Six Months Ended June 30,

2020

2019

Weighted

Weighted

Average

Average

Number of

Exercise

Number of

Exercise

Shares

Price

Shares

Price

Options outstanding at January 1

646,946

$

16.96

850,167

$

16.46

Options exercised

(17,750)

$

13.94

(125,504)

$

14.14

Options forfeited

(11,814)

$

15.64

(3,000)

$

12.88

Options expired

-

$

-

(10,000)

$

26.41

Options outstanding at June 30

617,382

$

17.07

711,663

$

16.75

Options exercisable

596,297

$

17.11

586,408

$

17.58

Weighted average remaining term

3.3 years

5.9 years

The aggregate intrinsic value of stock options exercised during the six months ended June 30, 2020 and 2019 was $0.2 million and $1.2 million, respectively. The aggregate intrinsic value of all options outstanding as of June 30, 2020 was $1.5 million based on the closing price of the Company’s common stock of $16.66 per share on June 30, 2020, the last trading day of the quarter.

The Company recognized stock-based compensation expense relating to stock options of $0.1 million and $0.2 million for the three months ended June 30, 2020 and 2019, respectively, and $0.3 million and $0.4 million for the six months ended June 30, 2020, respectively. As of June 30, 2020, the remaining unamortized stock-based compensation cost relating to stock options granted to the Company’s employees and independent directors was approximately $0.2 million, which is to be recognized over the remaining weighted average vesting period of approximately 0.6 years.

The Company did not grant any stock options during the six months ended June 30, 2020 and 2019.

Restricted Stock Awards, Time-Based Restricted Stock Units and Performance-Based Restricted Stock Units

The Company grants time-based restricted stock units to certain employees and restricted stock awards to independent directors from time to time pursuant to the 2019 Plan. Time-based restricted stock units granted to employees have a vesting period of four years; 25% vesting on each anniversary of the grant date. Restricted stock awards granted to independent directors vest in one year. The Company recognizes the compensation cost associated with restricted stock awards and time-based restricted stock units over the vesting period based on the closing price of the Company’s common stock on the date of grant.

The Company grants performance-based restricted stock units to certain executives and other key employees. The performance-based restricted stock units vests at the end of a 3-year performance cycle if certain financial performance targets are met. The Company recognizes compensation cost associated with the performance-based restricted stock units ratably over the 3-year term when it is considered probable that performance targets will be met. Compensation cost is based on the closing price of the Company’s common stock on the date of grant.

The following table summarizes the activity of restricted stock awards, time-based restricted stock units and performance-based restricted stock units under the 2019 Plan:

Weighted

Average

Number of

Grant Date

Shares

Fair Value

Outstanding at December 31, 2019

281,736

$

23.18

Granted

143,957

$

25.60

Vested

(86,009)

$

22.00

Forfeited

(86,208)

$

25.33

Outstanding at June 30, 2020

253,476

$

24.22

The Company recognized stock-based compensation expense relating to restricted stock and performance stock of $0.5 million for the three months ended June 30, 2019 and $0.6 million and $1.2 million for the six months ended June 30, 2020 and 2019, respectively, and a benefit of $0.1 million for the three months ended June 30, 2020. As of June 30, 2020, unamortized stock-based compensation expense relating to restricted stock and performance stock was $4.3 million, which will be recognized over the remaining average vesting period of 1.9 years.

Stock-based compensation expense is recorded as a component of administrative expenses in the Company’s consolidated statements of operations with a corresponding credit to additional paid-in capital in the Company’s consolidated balance sheets. 

Employee Stock Purchase Plan

In June 2019, the Company’s stockholders approved the CAI International, Inc. 2019 Employee Stock Purchase Plan (ESPP). The ESPP provides a means by which eligible employees may be given an opportunity to purchase shares of the Company’s common stock at a discount using payroll deductions. The ESPP authorizes the issuance of up to 250,000 shares of the Company’s common stock. The first offering period under the ESPP commenced in December 2019. The Company issued 7,258 shares of the Company common stock under the ESPP during the three and six months ended June 30, 2020. The Company recognized stock-based compensation expense relating to the ESPP of less than $0.1 million for the three and six months ended June 30, 2020.