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Share-Based Compensation
9 Months Ended
Sep. 30, 2024
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Share-Based Compensation

14.Share-Based Compensation

The Compensation Committee of the Company’s Board of Directors is responsible for the administration of the Company’s stock incentive plans, which include the balance of shares remaining under the 2022 Long Term Incentive Plan (the “2022 LTIP”), which was approved by shareholders in May of 2022 and amended in May of 2024 and authorizes 3,735,000 shares, the maximum aggregate number to be issued, plus any shares available for grant under prior long term incentive plans as of the date the 2022 LTIP was approved, and any shares subject to awards granted under the prior plans that expire or are cancelled, forfeited, exchanged, settled in cash or otherwise terminated. In general, the Company’s 2022 LTIP provides for grants of restricted stock and performance-based awards to be issued with a per-share price not less than the fair market value of a share of common stock on the date of grant.

In May 2024 shareholders approved the ESPP, which became effective on September 16, 2024. The Company has reserved a total of 1,000,000 shares under the ESPP, all of which are authorized and available for future issuance under the ESPP. The ESPP provides a means by which eligible employees of the Company are given an opportunity to purchase shares of common stock at a discount as permitted under the Internal Revenue Code of 1986, as amended. During the three and nine months ended September 30, 2024, there were no shares issued under the ESPP. The Company has an outstanding liability pertaining to the ESPP of less than $0.1 million as of September 30, 2024, included in accrued expenses, for employee contributions to the ESPP, pending issuance at the end of the offering period.

In the three months ended September 30, 2024 and 2023, compensation expense related to share-based awards outstanding was $1.0 million and $0.4 million, respectively. In the nine months ended September 30, 2024 and 2023, compensation expense related to share-based awards outstanding was $2.9 million and $1.8 million, respectively. In the three months ended September 30, 2024 and 2023, payments related to tax withholding for

share-based compensation for certain officers of the Company were $0.4 million and $0.3 million, respectively. In the nine months ended September 30, 2024 and 2023, payments related to tax withholding for share-based compensation for certain officers of the Company were $0.4 million and $0.5 million, respectively.

On March 4, 2024, an employee of the Company was awarded a total of 2,197 shares of restricted common stock with a vesting period of three years and a fair value of $6.83 per share.

On March 20, 2024, the Company granted certain executives a total of 109,503 shares of restricted common stock with a vesting period of three years and a fair value of $8.36 per share.

On March 20, 2024, the Company granted certain executives a total of 205,322 performance-based units. The performance-based units will potentially vest 100% if the target is met, with 50% of the units to be earned based on the achievement of an objective, tiered return on invested capital, measured over a three-year performance period and 50% of the units to be earned based on the achievement of an objective, tiered return on relative total shareholder return, measured over a three-year performance period. The Company evaluates the probability of achieving this each reporting period. The fair value of the grants awarded related to the return on invested capital was $8.36 per share and the fair value of the grants awarded related to the relative total shareholder return will be valued using a Monte Carlo simulation.

On May 16, 2024, the Company’s six independent directors were awarded an aggregate of 64,170 shares of restricted common stock. The shares vested immediately on the date of the grant. The fair value on the date of grant of all shares awarded was $9.35.

On May 17, 2024, the Company granted certain employees a total of 443,258 shares of restricted common stock with a vesting period of three years and a fair value of $9.37 per share.

On June 24, 2024, an employee of the Company was awarded a total of 1,482 shares of restricted common stock with a vesting period of three years and a fair value of $8.77 per share.

On August 5, 2024, an employee of the Company was awarded a total of 1,652 shares of restricted common stock with a vesting period of three years and a fair value of $6.78 per share.

In the three months ended September 30, 2024, there were no options exercised. In the nine months ended September 30, 2024, there were 56,568 options exercised generating proceeds to the Company of $0.4 million. In the three and nine months ended September 30, 2023, there were no options exercised.

At September 30, 2024, total unrecognized compensation expense related to unvested stock was approximately $8.1 million, which is expected to be recognized over a period of approximately 2.3 years.