Equity Incentive Plan

12 Months Ended

Dec. 31, 2019

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

The Company maintains the Northfield Bancorp, Inc. 2008 Equity Incentive Plan (the “2008 EIP”) which allowed the Company to grant common stock or options to purchase common stock at specific prices to directors and employees of the Company through December 31, 2018. The 2008 EIP provided for the issuance or delivery of up to 4,311,796 shares (1,231,941 restricted shares and 3,079,855 stock options) of Northfield Bancorp, Inc. common stock subject to certain plan limitations. As of December 31, 2018, no restricted shares or stock options remained available for issuance under the 2008 EIP. The ability of the Company to make grants under this plan, expired on December 17, 2018. On August 27, 2018, the Company granted to an employee 3,378 restricted shares. These shares vested on February 27, 2019. During 2017, the Company granted to certain directors and employees in aggregate 34,500 restricted shares, and 98,244 stock options to purchase Company stock. The stock options and restricted stock granted in 2017 vest in varying installments over a period ranging from 10 to 34 months, the first vesting beginning on May 27, 2018.

There were no stock options granted in 2019 or 2018. The fair value of stock options granted in 2017 was estimated utilizing the Black-Scholes option pricing model using the following assumptions:



	Year Ended December 31,
	2017
Grant Date	November 1, 2017		September 19, 2017		August 1, 2017
Stock options granted	40,000		12,500		45,744
Risk-free rate of return	2.06	%	1.89	%	1.86	%
Volatility	29.22	%	30.06	%	29.46	%
Dividend yield	2.37	%	1.98	%	1.91	%
Expected life	5.75		5.75		5.75

Prior to May 22, 2019, the Company also maintained the Northfield Bancorp, Inc. 2014 Equity Incentive Plan (the “2014 EIP”) which allowed the Company to grant common stock or options to purchase common stock at specific prices to directors and employees of the Company. The 2014 EIP provided for the issuance or delivery of up to 4,978,249 shares (1,422,357 restricted shares and 3,555,892 stock options) of Northfield Bancorp, Inc. common stock subject to certain plan limitations. As of December 31, 2018, 142,154 restricted shares and 348,373 stock options were available for grant under the 2014 EIP. On August 27, 2018, the Company granted to an employee 11,622 restricted shares. These shares vest in three installments over a two year period beginning six months from the date of grant. All stock options and restricted stock granted prior to 2018 vest in equal installments over a five year period beginning one year from the date of grant. The vesting of options and restricted stock awards may accelerate in accordance with terms of the 2014 EIP. Stock options were granted at an exercise price equal to the fair value of the Company’s common stock on the grant date based on quoted market prices and all have an expiration period of ten years.

On May 22, 2019, the Company's 2019 Equity Incentive Plan (the “2019 EIP”) was approved by stockholders of the Company. Under the 2019 EIP, the maximum number of shares of stock that may be delivered to participants in the form of stock options and stock appreciation rights (“SARs”) is 6,000,000. To the extent an equity award is issued in the form of a restricted stock grant, or restricted stock unit, the number of stock options/SARs that can be granted is reduced by 4.5. The maximum number of shares of stock that may be delivered to participants in the form of restricted stock awards and restricted stock units is 1,333,333 shares. As of December 31, 2019, no shares of stock have been granted under the 2019 EIP. Upon approval of the 2019 EIP, the 2014 EIP was frozen and equity awards that would otherwise have been available for issuance are no longer available for grant. As of December 31, 2018, the 142,154 restricted shares and 348,373 stock options which were available for grant are no longer available.

During the years ended December 31, 2019, 2018, and 2017, the Company recorded $3.2 million, $5.4 million, and $6.2 million of stock-based compensation, respectively.

The following table is a summary of the Company’s non-vested stock options as of December 31, 2019, and changes therein during the year then ended:



	Number of Stock Options		Weighted Average Grant Date Fair Value		Weighted Average Exercise Price		Weighted Average Contractual Life (years)
Outstanding- December 31, 2017	4,620,687		$	3.51	$	11.82	5.17
Forfeited	(29,378	)	3.36		11.51		—
Exercised	(1,339,714	)	2.49		7.75		—
Outstanding- December 31, 2018	3,251,595		3.93		13.51		5.62
Forfeited	(15,000	)	4.07		14.76		—
Exercised	(1,009,402	)	3.75		12.54		—
Outstanding - December 31, 2019	2,227,193		4.01		13.93		4.96
Exercisable - December 31, 2019	2,046,272		$	3.99	$	13.83	4.91

Expected future stock option expense related to the non-vested options outstanding as of December 31, 2019, is $255,000 over an average period of 0.77 years.

The following is a summary of the status of the Company’s restricted shares as of December 31, 2019, and changes therein during the year then ended:



	Number of Shares Awarded		Weighted Average Grant Date Fair Value
Non-vested at December 31, 2017	585,895		$	14.05
Granted	15,000		16.48
Vested	(266,973	)	13.86
Forfeited	(4,960	)	14.18
Non-vested at December 31, 2018	328,962		14.31
Vested	(249,860	)	13.99
Forfeited	(8,000	)	14.76
Non-vested at December 31, 2019	71,102		$	15.36

Expected future stock award expense related to the non-vested restricted awards as of December 31, 2019, is $474,000 over an average period of 0.79 years.

Upon the exercise of stock options, management expects to utilize treasury stock as the source of issuance for these shares.