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STOCK INCENTIVE PLAN
9 Months Ended
Sep. 30, 2021
Employee Benefits And Share Based Compensation [Abstract]  
Stock incentive Plan
NOTE 8.
 
STOCK INCENTIVE PLAN
In April 2021, the Company’s Board of Directors adopted, and the stockholders approved, the Orchid Island Capital, Inc.
2021 Equity Incentive Plan (the “2021 Incentive Plan”) to replace the Orchid Island Capital, Inc. 2012 Equity Incentive Plan
(the “2012 Incentive Plan” and together with the 2021 Incentive Plan, the “Incentive Plans”). The 2021 Incentive Plan
provides for the award of stock options, stock appreciation rights, stock award, performance units, other equity-based
awards (and dividend equivalents with respect to awards of performance units and other equity-based awards) and
incentive awards.
 
The 2021 Incentive Plan is administered by the Compensation Committee of the Company’s Board of
Directors except that the Company’s full Board of Directors will administer awards made to directors who are not employees
of the Company or its affiliates. The 2021 Incentive Plan provides for awards of up to an aggregate of 10% of the issued and
outstanding shares of our common stock (on a fully diluted basis) at the time of the awards, subject to a maximum
aggregate
7,366,623
 
shares of the Company’s common stock that may be issued under the 2021 Incentive Plan. The 2021
Incentive Plan replaces the 2012 Incentive Plan, and no further grants will be made under the 2012 Incentive Plan.
 
However, any outstanding awards under the 2012 Incentive Plan will continue in accordance with the terms of the 2012
Incentive Plan and any award agreement executed in connection with such outstanding awards.
Performance Units
The Company has issued, and may in the future issue additional, performance units under the Incentive Plans to certain
executive officers and employees of its Manager.
 
“Performance Units” vest after the end of a defined performance period,
based on satisfaction of the performance conditions set forth in the performance unit agreement.
When earned, each
Performance Unit will be settled by the issuance of one share of the Company’s common stock, at which time the
Performance Unit will be cancelled.
 
The Performance Units contain dividend equivalent rights, which entitle the Participants
to receive distributions declared by the Company on common stock, but do not include the right to vote the underlying
shares of common stock.
 
Performance Units are subject to forfeiture should the participant no longer serve as an executive
officer or employee of the Company or the Manager.
 
Compensation expense for the Performance Units is recognized over
the remaining vesting period once it becomes probable that the performance conditions will be achieved.
The following table presents information related to Performance Units outstanding during the nine months ended
September 30, 2021 and 2020.
($ in thousands, except per share data)
Nine Months Ended September 30,
2021
2020
Weighted
Weighted
Average
Average
Grant Date
Grant Date
 
Shares
Fair Value
Shares
Fair Value
Unvested, beginning of period
4,554
$
7.45
19,021
$
7.78
Granted
137,897
5.88
-
-
Forfeited
-
-
(1,607)
7.45
Vested and issued
(4,554)
7.45
(10,583)
8.03
Unvested, end of period
137,897
$
5.88
6,831
$
7.45
Compensation expense during period
$
222
$
32
Unrecognized compensation expense, end of period
$
592
$
8
Intrinsic value, end of period
$
674
$
34
Weighted-average remaining vesting term (in years)
1.6
0.5
The number of shares of common stock issuable upon the vesting of the remaining outstanding Performance Units was
reduced in the third quarter of 2020 as a result of the book value impairment event that occurred pursuant to the Company's
Long Term
 
Incentive Compensation Plans (the "Plans"). The book value impairment event occurred when the Company's
book value per share declined by more than 15% during the quarter ended March 31, 2020 and the Company's book value
per share decline from January 1, 2020 to June 30, 2020 was more than 10%. The Plans provide that if such a book value
impairment event occurs, then the number of outstanding Performance Units that are outstanding as of the last day of such
two-quarter period shall be reduced by 15%.
Stock Awards
The Company has issued, and may in the future issue additional, immediately vested common stock under the
Incentive Plans to certain executive officers and employees of its Manager. The following table presents information related
to fully vested common stock issued during the nine months ended September 30, 2021 and 2020. All of the fully vested
shares of common stock issued during the three months ended September 30, 2021, and the related compensation
expense, were granted with respect to service performed during the previous fiscal year.
($ in thousands, except per share data)
Nine Months Ended September 30,
2021
2020
Fully vested shares granted
137,897
-
Weighted average grant date price per share
$
5.88
$
-
Compensation expense related to fully vested shares of common stock awards
(1)
$
811
$
-
The awards issued during the nine months ended September 30, 2021
 
were granted with respect to service performed in 2020. Approximately
$600,000 of compensation expense related to the 2021 awards was accrued
 
and recognized in 2020.
Deferred Stock Units
Non-employee directors receive a portion of their compensation in the form of deferred stock unit awards (“DSUs”)
pursuant to the Incentive Plans.
 
Each DSU represents a right to receive one share of the Company’s common stock. The
DSUs are immediately vested and are settled at a future date based on the election of the individual participant.
 
The DSUs
contain dividend equivalent rights, which entitle the participant to receive distributions declared by the Company on common
stock.
 
These dividend equivalent rights are settled in cash or additional DSUs at the participant’s election. The DSUs do not
include the right to vote the underlying shares of common stock.
 
The following table presents information related to the DSUs outstanding during the nine months ended September 30,
2021 and 2020.
($ in thousands, except per share data)
Nine Months Ended September 30,
2021
2020
Weighted
Weighted
Average
Average
Grant Date
Grant Date
 
Shares
Fair Value
Shares
Fair Value
Outstanding, beginning of period
90,946
$
5.44
43,570
$
6.56
Granted and vested
36,684
5.46
36,682
4.22
Issued
-
-
-
-
Outstanding, end of period
127,630
$
5.44
80,252
$
5.49
Compensation expense during period
$
180
$
135
Intrinsic value, end of period
$
624
$
402