XML 104 R22.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Stock-Based Compensation
 12 Months Ended
Dec. 31, 2019
Share-based Payment Arrangement [Abstract]  
Stock-Based Compensation STOCK-BASED COMPENSATION
On October 26, 2011, the stockholders approved the 2009 Stock Incentive Plan ("the 2009 Plan") which authorizes up to 4,160,000 shares of Company Common Stock to be issued for the award of restricted stock, restricted stock units ("RSUs"), performance restricted stock units ("PRSUs") and stock appreciation rights ("SARs") at the discretion of the Company Board as compensation to employees, consultants of the Company and to non-employee directors. Under the 2009 Plan, an additional 2,350,000 shares, or 6,510,000 shares in total, are reserved for issuance as approved by shareholders on May 15, 2014 and May 8, 2017. The expense is measured at the grant-date fair value of the award and recognized as compensation expense on a straight-line basis over the service period, which is the vesting period. There was no cash flow impact resulting from the grants of these awards. The 2009 Plan is generally protected from anti-dilution via adjustments for any stock dividends, stock split, combination or other recapitalization.
The Company recorded stock-based compensation expense of $6,707, $6,412 and $6,909 for the years ended December 31, 2019, 2018 and 2017, respectively. The stock-based compensation costs were included as a component of selling, general and administrative expenses. At December 31, 2019, there was $7,902 of unrecognized compensation expense related to unvested awards, which is expected to be recognized over a period of approximately 3.1 years.
Restricted Stock Units
The following table summarizes information about the Company’s Common Stock RSU’s granted, vested, exercised and forfeited:
 
Number of
Awards
 
Weighted
Average Issue
Price
Awards outstanding - January 1, 2017
859,251

 
$
11.73

Issued
360,741

 
$
11.91

Vested and restriction lapsed
(204,198
)
 
$
11.05

Forfeited
(127,403
)
 
$
10.04

Awards outstanding - December 31, 2017
888,391

 
$
12.12

Issued
425,150

 
$
13.23

Vested and restriction lapsed
(225,339
)
 
$
10.52

Forfeited
(65,928
)
 
$
10.52

Awards outstanding - December 31, 2018
1,022,274

 
$
13.04

Issued
277,711

 
$
21.76

Vested and restriction lapsed
(425,041
)
 
$
9.79

Forfeited
(89,779
)
 
$
11.85

Awards outstanding - December 31, 2019
785,165

 
$
18.02


The RSUs convert into one share of common stock upon vesting. RSU’s issued prior to 2019 cliff vest at the earlier of expressly provided service or performance conditions. The 2019 RSU grants vest one third on each of the three anniversary dates following the grant date. The service period for these RSU awards, excluding those issued to the Company’s Board of Directors (one year) and certain executive management (three to four years), is a three year period from the grant date. The performance conditions provide for accelerated vesting upon various conditions including a change in control or other common stock liquidity events.
Performance Restricted Stock Units
The following table summarizes information about the Company’s Common Stock PRSU’s granted, vested, exercised and forfeited:
 
Number of Awards
 
Weighted Average Issue Price
Awards outstanding -January 1, 2017
234,840

 
$
9.15

Issued
270,765

 
$
11.79

Vested and restriction lapsed
(87,622
)
 
$
11.75

Forfeited
(62,865
)
 
$
9.48

Awards outstanding - December 31, 2017
355,118

 
$
10.46

Issued
171,580

 
$
9.63

Vested and restriction lapsed
(292,963
)
 
$
8.45

Forfeited
(25,650
)
 
$
9.83

Awards outstanding - December 31, 2018
208,085

 
$
12.68

Issued
148,118

 
$
19.31

Vested and restriction lapsed
(25,000
)
 
$
9.17

Forfeited
(8,739
)
 
$
12.90

Awards outstanding - December 31, 2019
322,464

 
$
15.99


The PRSUs convert into one share of common stock upon vesting. PRSUs vest in different tranches upon meeting certain performance conditions, which are generally based on the Company's stock price performance or return on invested capital and expressly provided service. These PRSUs are fair valued at grant date based on Monte Carlo simulations or at a percentage of the stock price at grant date. The derived service period for these PRSU awards as a result of the Monte Carlo simulation, is an approximately two year period from the grant date. The performance conditions provide for accelerated vesting upon various conditions including a change in control or other common stock liquidity events.
Stock Appreciation Rights
The following table summarizes information about SARs granted, forfeited, vested and exercisable:
 
Number of
SAR’s
 
Weighted  Average
Exercise
Price
 
Weighted
Average
Contractual
Term
SAR's outstanding - January 1, 2017
2,508,015

 
$
10.22

 
 
Granted
—

 
$
—

 
 
Exercised
(700,765
)
 
$
10.36

 
 
Forfeited
(105,981
)
 
$
9.66

 
 
SAR's outstanding - December 31, 2017
1,701,269

 
$
10.20

 
5.7 years
Granted
—

 
$
—

 
 
Exercised
(610,541
)
 
$
10.13

 
 
Forfeited
(54,051
)
 
$
11.08

 
 
SAR's outstanding - December 31, 2018
1,036,677

 
$
10.19

 
4.7 years
Granted
—

 
$
—

 
 
Exercised
(85,652
)
 
$
10.54

 
 
Forfeited
(50,723
)
 
$
10.82

 
 
SAR's outstanding - December 31, 2019
900,302

 
$
10.12

 
3.8 years
SAR's exercisable - December 31, 2019
879,494

 
$
10.16

 
3.8 years
SAR's expected to vest - December 31, 2019
20,808

 
$
8.57

 
3.8 years

The SARs vest 25% annually on each of the four anniversary dates following the grant date and expire after ten years. The fair value of each SAR grant is estimated using the Black-Scholes option-pricing model as set forth in the table below:
 
2019
 
2018
 
2017
The weighted average fair value of stock appreciation rights issued (per unit)
$2.79 - $3.74
 
$2.79 - $3.74
 
$2.79 - $3.74
Dividend yield
—%
 
—%
 
—%
Weighted average risk-free interest rate
1.1% - 1.4%
 
1.1% - 1.4%
 
1.1% - 1.4%
Weighted average expected volatility
40%
 
40%
 
40%
Expected life in years
6.25
 
6.25
 
6.25