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Stock-Based Compensation
12 Months Ended
Dec. 31, 2021
Share-based Payment Arrangement [Abstract]  
Stock-Based Compensation STOCK-BASED COMPENSATIONOn 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. From May 18, 2021, no new shares will be granted under the 2009 Plan.
On May 18, 2021, the stockholders approved the 2021 Stock Incentive Plan ("the 2021 Plan") which authorizes up to 1,900,000 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 direction of the Company Board as compensation to employees, consultants of the Company and to non-employee directors.
The expense for both plans 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 and 2021 Plans are 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 $7,997, $6,942 and $6,707 for the years ended December 31, 2021, 2020 and 2019, respectively. The stock-based compensation costs were included as a component of selling, general and administrative expenses. At December 31, 2021, there was $12,716 of unrecognized compensation expense related to unvested awards, which is expected to be recognized over a period of approximately 2.7 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, 20191,022,274 $13.04 
Issued277,711 $21.76 
Vested and restriction lapsed(425,041)$9.79 
Forfeited(89,779)$11.85 
Awards outstanding - December 31, 2019785,165 $18.02 
Issued292,638 $24.06 
Vested and restriction lapsed(319,541)$14.66 
Forfeited(10,379)$14.82 
Awards outstanding - December 31, 2020747,883 $21.87 
Issued132,721 $60.84 
Vested and restriction lapsed(479,516)$17.38 
Forfeited(21,178)$33.49 
Awards outstanding - December 31, 2021379,910 $35.50 
The RSUs convert into one share of common stock upon vesting. The majority of the RSU grants in 2019 and after 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 AwardsWeighted Average Issue Price
Awards outstanding -January 1, 2019208,085 $12.68 
Issued148,118 $19.31 
Vested and restriction lapsed(25,000)$9.17 
Forfeited(8,739)$12.90 
Awards outstanding - December 31, 2019322,464 $15.99 
Issued145,709 $22.30 
Vested and restriction lapsed(123,711)$15.40 
Forfeited(50,293)$10.17 
Awards outstanding - December 31, 2020294,169 $20.36 
Issued54,581 $69.84 
Vested and restriction lapsed(76,136)$11.10 
Forfeited(15,173)$31.25 
Awards outstanding - December 31, 2021257,441 $32.94 
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 to 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.
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, 20191,036,677 $10.19 
Granted— $— 
Exercised(85,652)$10.54 
Forfeited(50,723)$10.82 
SAR's outstanding - December 31, 2019900,302 $10.12 3.8 years
Granted— $— 
Exercised(218,760)$9.67 
Forfeited(80)$9.26 
SAR's outstanding - December 31, 2020681,462 $10.27 3.0 years
Granted— $— 
Exercised(348,084)$9.92 
Forfeited(20,403)$10.54 
SAR's outstanding - December 31, 2021312,975 $10.64 2.3 years
SAR's exercisable - December 31, 2021312,975 $10.64 2.3 years
SAR's expected to vest - December 31, 2021— $— 2.3 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 was estimated using the Black-Scholes option-pricing model. The Company no longer issues or grants new SARs.