Stock-based Payments and Director Fees

3 Months Ended

Mar. 31, 2024

Share-Based Payment Arrangement [Abstract]

Stock-based Payments and Director Fees

Stock-based Payments and Director Fees

Pursuant to the terms of the Management Agreement, the Company may pay a portion of the base management fee to the Manager in shares of its common stock with the number of shares determined based on the average of the closing prices of its common stock on the NYSE on the five business days preceding the record date of the most recent regular quarterly dividend to holders of the common stock. The Company recognized a base management fee to the Manager for the three months ended March 31, 2024 and 2023 of $2.0 million and $1.8 million, respectively, of which zero was settled in shares of its common stock. During the three months ended March 31, 2024 and 2023, the Company recorded no incentive fee.

Additionally, each of the Company’s independent directors received an annual retainer of $140,000, payable quarterly, 50% of which is payable in shares of the Company's common stock and 50% in cash. However, the Company has the option to

pay the annual retainer with up to 100% in cash at its discretion, and pay the remainder in shares of its common stock. During the three months ended March 31, 2024, the Company's lead director of the special committee received an additional one-time payment of $15,000, paid as a lump sum, 100% of which was paid in shares of the Company's common stock.

The following table sets forth the Company’s stock-based management fees and independent director fees ($ in thousands):

Stock-based Management Fees and Director Fees

	For the three months ended March 31,
	2024			2023
	Number of shares	Amount of expense recognized		Number of shares	Amount of expense recognized
Independent director fees	3,080	$	15	13,020	$	88
Totals	3,080	$	15	13,020	$	88

Restricted Stock

The Company periodically grants shares of its common stock to employees of its Manager and Servicer. The Company granted 66,421 shares of its common stock in the three months ended March 31, 2024, which have vesting periods of up to one year. Comparatively, the Company granted 3,000 shares of its common stock to employees of its Manager and Servicer in the three months ended March 31, 2023, which have vesting periods of four years. Grants of restricted stock use grant date fair value of the stock as the basis for measuring the cost of the grant.

Each independent member of the Company's Board of Directors is issued a restricted stock award of 2,000 shares of the Company’s common stock upon joining the Board. Additionally, the Company may issue grants of its shares of common stock from time to time to its directors.

Under the Company’s 2014 Director Equity Plan and 2016 Equity Incentive Plan the Company made grants of restricted stock to its Directors and to employees of its Manager and Servicer as set forth in the table below:

	Employee and Service Provider Grants				Director Grants
	Shares		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value
Three months ended March 31, 2023
December 31, 2022 outstanding unvested share grants	310,262		$	10.98	—		$	—
Shares vested	(30,515)		11.56		—		—
Shares forfeited	(5,668)		10.30		—		—
Shares granted	3,000		7.34		25,000		7.15
March 31, 2023 outstanding unvested share grants	277,079	(1)	$	10.88	25,000	(2)	$	7.15

(1)Weighted average remaining life of unvested shares for employee and service provider grants at March 31, 2023 is 2.2 years.

(2)Weighted average remaining life of unvested shares for director grants at March 31, 2023 is 1.9 years.

	Employee and Service Provider Grants				Director Grants
	Shares		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value
Three months ended March 31, 2024
December 31, 2023 outstanding unvested share grants	159,142		$	10.33	25,000		$	7.15
Shares vested	(5,625)		10.91		—		—
Shares forfeited	(2,167)		7.89		—		—
Shares granted	66,421		3.59		—		—
March 31, 2024 outstanding unvested share grants	217,771	(1)	$	8.29	25,000	(2)	$	7.15

(1)Weighted average remaining life of unvested shares for employee and service provider grants at March 31, 2024 is 1.3 years.

(2)Weighted average remaining life of unvested shares for director grants at March 31, 2024 is 0.9 years.

The following table presents the expenses for the Company's restricted stock plan ($ in thousands):

	Three months ended March 31,
	2024		2023
Restricted stock grants	$	253	$	517
Director grants	22		7
Total expenses for plan grants	$	275	$	524