STOCKHOLDERS’ EQUITY

At the Market Stock Offering Program

On November 22, 2019, the Company entered into an equity distribution agreement (the “Equity Distribution Agreement”), pursuant to which the Company may offer and sell, from time to time, shares of the Company’s common stock, par value $0.01 per share, having an aggregate offering price of up to $100.0 million. Subject to the terms and conditions of the Equity Distribution Agreement, sales of common stock, if any, may be made in transactions that are deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended. During the year ended December 31, 2019, the Company did not issue or sell any shares of common stock under the Equity Distribution Agreement.

Common Stock

There were no shares issued in public or private offerings for the years ended December 31, 2019, 2018 and 2017. See “Equity Incentive Plan” below for shares issued under the plan.

Equity Incentive Plan

On April 23, 2012, the Company adopted an equity incentive plan. In April 2018, the Company’s board of directors authorized, and in June 2018, the Company’s stockholders approved, an amended and restated equity incentive plan that increased the total amount of shares of common stock the Company may grant thereunder to 1,390,000 shares (the “Amended and Restated 2012 Equity Incentive Plan”). Pursuant to the Amended and Restated 2012 Equity Incentive Plan, the Company may grant awards consisting of restricted shares of the Company’s common stock, RSUs and/or other equity-based awards to the Company’s outside directors, employees of the Manager, officers, ACREM and other eligible awardees under the plan. Any restricted shares of the Company’s common stock and RSUs will be accounted for under FASB ASC Topic 718, Compensation—Stock Compensation, resulting in stock-based compensation expense equal to the grant date fair value of the underlying restricted shares of common stock or RSUs.

Restricted stock and RSU grants generally vest ratably over a one to four year period from the vesting start date. The grantee receives additional compensation for each outstanding restricted stock or RSU grant, classified as dividends paid, equal to the per-share dividends received by common stockholders.

The following table details the restricted stock and RSU grants awarded as of December 31, 2019:



Grant Date	Vesting Start Date	Shares Granted
May 1, 2012	July 1, 2012	35,135
June 18, 2012	July 1, 2012	7,027
July 9, 2012	October 1, 2012	25,000
June 26, 2013	July 1, 2013	22,526
November 25, 2013	November 25, 2016	30,381
January 31, 2014	August 31, 2015	48,273
February 26, 2014	February 26, 2014	12,030
February 27, 2014	August 27, 2014	22,354
June 24, 2014	June 24, 2014	17,658
June 24, 2015	July 1, 2015	25,555
April 25, 2016	July 1, 2016	10,000
June 27, 2016	July 1, 2016	24,680
April 25, 2017	April 25, 2018	81,710
June 7, 2017	July 1, 2017	18,224
October 17, 2017	January 2, 2018	7,278
December 15, 2017	January 2, 2018	8,948
May 14, 2018	July 2, 2018	31,766
June 26, 2018	July 1, 2019	67,918
December 14, 2018	March 31, 2019	57,065
March 7, 2019	April 1, 2020	102,300
April 23, 2019	July 1, 2019	19,665
December 20, 2019	March 31, 2020	61,594	(1)
Total		737,087

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(1) Represents an RSU grant.

The following tables summarize the (i) non-vested shares of restricted stock and RSUs and (ii) vesting schedule of shares of restricted stock and RSUs for the Company’s directors and officers and employees of the Manager as of December 31, 2019:

Schedule of Non-Vested Share and Share Equivalents



	Restricted Stock Grants—Directors		Restricted Stock Grants—Officers and Employees of the Manager		RSUs—Officers and Employees of the Manager	Total
Balance at December 31, 2018	22,554		179,456		—	202,010
Granted	19,665		102,300		61,594	183,559
Vested	(25,853	)	(62,303	)	—	(88,156	)
Forfeited	(4,034	)	(7,986	)	—	(12,020	)
Balance at December 31, 2019	12,332		211,467		61,594	285,393

Future Anticipated Vesting Schedule



	Restricted Stock Grants—Directors	Restricted Stock Grants—Officers and Employees of the Manager	RSUs—Officers and Employees of the Manager	Total
2020	11,498	96,752	9,944	118,194
2021	834	69,510	17,222	87,566
2022	—	45,205	17,219	62,424
2023	—	—	17,209	17,209
2024	—	—	—	—
Total	12,332	211,467	61,594	285,393

The following table summarizes the restricted stock and RSU compensation expense included within general and administrative expenses in the Company’s consolidated statements of operations, the total fair value of shares vested and the weighted average grant date fair value of the restricted stock and RSUs granted to the Company’s directors and officers and employees of the Manager for the years ended December 31, 2019, 2018 and 2017 ($ in thousands):



	For the years ended December 31,
	2019						2018						2017
	Restricted Stock and RSU Grants						Restricted Stock Grants						Restricted Stock Grants
	Directors		Officers and Employees of the Manager		Total		Directors		Officers and Employees of the Manager		Total		Directors		Officers and Employees of the Manager		Total
Compensation expense	$	343	$	1,537	$	1,880	$	427	$	675	$	1,102	$	317	$	264	$	581
Total fair value of shares vested (1)	373		939		1,312		405		449		854		347		—		347
Weighted average grant date fair value	302		2,527		2,829		427		1,759		2,186		338		1,254		1,592

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(1) Based on the closing price of the Company’s common stock on the NYSE on each vesting date.

As of December 31, 2019, 2018 and 2017, the total compensation cost related to non-vested awards not yet recognized totaled $3.1 million, $2.3 million and $1.2 million, respectively, and the weighted average period over which the non-vested awards are expected to be recognized is 2.3 years, 2.1 years and 1.9 years, respectively.