Stock-Based Compensation

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation:

Restricted Stock Units

The Company grants RSUs under compensation arrangements for the benefit of employees, executive officers, and directors. RSU grants are subject to time-based vesting. The total number of restricted stock units granted represents the maximum number of restricted stock units eligible to vest based upon the service conditions set forth in the grant agreements.

The following table summarizes information about the changes in restricted stock units for the nine months ended September 30, 2022.




	Restricted Stock Units Outstanding	Weighted Average Grant Date Fair Value
Balance at beginning of period (unvested)	492,320	$	36.06
Granted	143,036	43.74
Vested	(202,652)	36.12
Forfeited	(46,496)	34.51
Balance at end of period (unvested)	386,208	$	38.99

The total fair value of restricted stock units vested and released was $1,474 and $7,320 for the three and nine months ended September 30, 2022, respectively, and $10,749 and $15,941 for the three and nine months ended September 30, 2021, respectively.

The compensation cost related to stock grants and vesting of restricted stock units was $1,701 and $5,753 for the three and nine months ended September 30, 2022, respectively, and $2,365 and $7,024 for the three and nine months ended September 30, 2021, respectively. This included amounts paid related to director grants and compensation elected to be settled in stock amounting to $171 and $485 during the three and nine months ended September 30, 2022, respectively, and $168 and $467 during the three and nine months ended September 30, 2021, respectively.

As of September 30, 2022, there was $10,686 of total unrecognized compensation cost related to unvested restricted stock units which is expected to be recognized over a weighted-average period of 2.3 years. Additionally, as of September 30, 2022, there were 1,737,539 shares available for issuance under the Company's stock compensation plans. As of September 30, 2022 and December 31, 2021, there were $265 and $274, respectively, accrued in other liabilities related to dividend equivalent units declared to be paid upon vesting and distribution of the underlying restricted stock units.

Performance Based Restricted Stock Units

The following table summarizes information about the changes in PSUs as of and for the nine months ended September 30, 2022.






	Performance Stock Units Outstanding	Weighted Average Grant Date Fair Value
Balance at beginning of period (unvested)	115,750	$	40.13
Granted	69,291	44.44
Vested	—	—
Forfeited or expired	(10,659)	42.76
Balance at end of period (unvested)	174,382	$	41.68

The Company awards performance-based restricted stock units to executives and other officers and employees. Under the terms of the awards, the number of units that will vest and convert to shares of common stock will be based on the Company's performance relative to a predefined peer group over a fixed three-year performance period. The number of shares issued upon vesting will range from 0% to 200% of the PSUs granted. The Company's performance relative to the peer group will be measured based on calculated non-GAAP adjusted return on average tangible common equity, adjusted for unusual gains/losses, merger expenses, and other items as approved by the compensation committee of the Company's board of directors. Compensation expense for PSUs is estimated each period based on the fair value of the Company's stock at the grant date and the most probable outcome of the performance condition, adjusted for the passage of time within the vesting period of the awards.

As of September 30, 2022, the Company determined the probability of meeting the performance criteria for each grant and recorded compensation cost associated when factoring in the conversion of PSUs to shares of common stock.


Grant Year	Vest Year	Shares Outstanding
2020	2023	49,964
2021	2024	59,496
2022	2025	64,922

The Company recorded compensation cost of $832 and $2,400 during the three and nine months ended September 30, 2022 respectively, and $551 and $1,041 for the three and nine months ended September 30, 2021, respectively. As of September 30, 2022, maximum unrecognized compensation cost at 200% payout related to the unvested PSUs was $9,753, and the remaining performance period over which the cost could be recognized was 2.0 years.

Employee Stock Purchase Plan:

The Company maintains an employee stock purchase plan under which employees, through payroll deductions, are able to purchase shares of Company common stock. The employee purchase price is 95% of the lower of the market price on the first or last day of the offering period. The maximum number of shares issuable during any offering period is 200,000

shares and a participant may not purchase more than 725 shares during any offering period (and, in any event, no more than $25 worth of common stock in any calendar year). During the three and nine months ended September 30, 2022, there were 11,798 and 26,950 shares of common stock, respectively, issued under the ESPP with proceeds from employee payroll withholdings of $499 and $1,087. During the three and nine months ended September 30, 2021, there were 15,744 and 37,310 shares of common stock issued under the ESPP, respectively, with proceeds from employee payroll withholdings of $632 and $1,443, respectively. As of September 30, 2022, there were 2,314,746 shares available for issuance under the ESPP, respectively.