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Stock-Based Compensation
3 Months Ended
Mar. 31, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stock-Based Compensation

Note 11—Stock-Based Compensation

At the Company’s 2019 Annual Meeting of Stockholders held on June 14, 2019, the Company’s stockholders approved the Company’s 2019 Long-Term Incentive Plan (the “2019 Plan”), which was previously approved by the Company’s Board of Directors.  The 2019 Plan replaces the Company’s 2014 Long-Term Incentive Plan, as amended (the “Prior Plan”).  Upon stockholder approval, (i) the 2019 Plan became effective, and (ii) the Prior Plan terminated and no additional awards will be granted under the Prior Plan; provided that awards outstanding under the Prior Plan as of the date the 2019 Plan became effective will remain in full force and effect under the Prior Plan according to their respective terms.

The Company is authorized to grant up to 2,650,000 shares of common stock under the 2019 Plan.  The 2019 Plan allows stock-based compensation awards to be granted in a variety of forms, including stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, dividend equivalent rights, qualified performance-based awards and other types of awards. The terms and conditions of the awards granted are established by the Compensation Committee of the Company’s Board of Directors. A total of 1,745,810 shares were available for future grants under the Plan as of March 31, 2020.

Stock-based compensation expense was as follows for the three months ended March 31, 2020 and 2019 (in thousands):

 

 

 

Three Months Ended March 31,

 

 

 

2020

 

 

2019

 

Restricted stock units

 

$

389

 

 

$

3,147

 

Performance units

 

 

243

 

 

 

2,759

 

Restricted and unrestricted stock

 

 

228

 

 

 

95

 

Total expense

 

$

860

 

 

$

6,001

 

 

Restricted Stock Units

Restricted stock unit awards vest subject to the satisfaction of service requirements. The Company recognizes expense related to restricted stock unit awards on a straight-line basis over the requisite service period, which is three years. The grant date fair values of these awards are determined based on the closing price of the Company’s common stock on the date of the grant. As of March 31, 2020, there was $2.0 million of total unrecognized compensation cost related to outstanding restricted stock units. The weighted average period for the units to vest is approximately one year. A summary of employee restricted stock unit awards activity during the three months ended March 31, 2020 is as follows:

 

 

 

Number of

units

 

 

Weighted

average

grant

date fair

value

 

 

Aggregate

intrinsic

value (in

thousands)

 

Total awarded and unvested, December 31, 2019

 

 

437,559

 

 

$

7.83

 

 

$

3,474

 

Granted

 

 

 

 

 

 

 

 

 

 

Vested

 

 

(32,755

)

 

 

20.65

 

 

 

 

 

Forfeited

 

 

 

 

 

 

 

 

 

 

Total awarded and unvested, March 31, 2020

 

 

404,804

 

 

$

6.78

 

 

$

911

 

 

Performance Units

Performance unit awards vest subject to the satisfaction of a three-year service requirement and based on Total Shareholder Return (as defined in the award agreements), as compared to an industry peer group over that same period. The performance unit awards are measured at the grant date at fair value using a Monte Carlo valuation method. As of March 31, 2020, there was $1.5 million of total unrecognized compensation cost related to outstanding performance units. The weighted average period for the units to vest is approximately two years. A summary of performance stock unit awards activity during the three months ended March 31, 2020 is as follows:

 

 

 

Number of

units

 

 

Weighted

average

grant

date fair

value

 

 

Aggregate

intrinsic

value (in

thousands)

 

Total awarded and unvested, December 31, 2019

 

 

320,120

 

 

$

11.26

 

 

$

2,522

 

Granted

 

 

 

 

 

 

 

 

 

 

Vested

 

 

(19,681

)

 

 

29.10

 

 

 

 

 

Forfeited

 

 

(20,413

)

 

 

29.10

 

 

 

 

 

Total awarded and unvested, March 31, 2020

 

 

280,026

 

 

$

8.71

 

 

$

609

 

 

The determination of the fair value of the performance unit awards noted above uses significant Level 3 assumptions in the fair value hierarchy including an estimate of the timing of forfeitures, the risk-free interest rate and a volatility estimate tied to the Company’s stock price.  Prior to 2018, the volatility estimate was tied to the Company’s public peer group.

 

Restricted and Unrestricted Stock

On May 16, 2018, the Company issued an aggregate of 15,476 restricted shares of common stock to its three non-employee members of its Board of Directors that were not affiliated with the Company’s then controlling stockholder, which shares became fully vested on May 16, 2019.  

Effective February 28, 2019, the Company issued an aggregate of 70,409 restricted shares of common stock to two of its officers in connection with retention bonus arrangements entered into between the Company and each of these officers.  Twenty-five percent of the restricted shares vested on each of August 28, 2019 and February 28, 2020, respectively, and the remaining 50% of the restricted shares vest in two substantially equal installments on August 28, 2020 and February 28, 2021.

Pursuant to the Company’s Non-Employee Director Compensation Policy, on June 18, 2019, the Company awarded an aggregate of 53,328 restricted shares of common stock to eight of the non-employee members of its Board of Directors, which shares are scheduled to fully vest on June 18, 2020.  The other non-employee member of the Company’s Board of Directors declined to receive any compensation for his service on the Company’s Board of Directors for 2019.

Pursuant to the Company’s Non-Employee Director Compensation Policy, on August 2, 2019, the Company issued an aggregate of 26,935 unrestricted shares of common stock to four of the non-employee members of its Board of Directors.

As of March 31, 2020, there was $0.6 million of total unrecognized compensation cost related to restricted and unrestricted stock.