Equity Incentive Plans

6 Months Ended

Jun. 30, 2020

Share-based Payment Arrangement [Abstract]

Under the Acushnet Holdings Corp. 2015 Omnibus Incentive Plan (“2015 Plan”), the Company may grant stock options, stock appreciation rights, restricted shares of common stock, restricted stock units ("RSUs"), PSUs and other share-based and cash-based awards to members of the Board of Directors, officers, employees, consultants and advisors of the Company. As of June 30, 2020, the only awards granted under the 2015 Plan were RSUs and PSUs.

Restricted Stock and Performance Stock Units

RSUs granted to members of the Board of Directors vest immediately into shares of common stock. RSUs granted to Company officers generally vest over three years, with one-third of each grant vesting annually, subject to the recipient's continued employment with the Company. RSUs granted to other employees, consultants and advisors of the Company vest in accordance with the terms of the grants, generally over three years, subject to the recipient’s continued service to the Company. PSUs vest, subject to the recipient's continued employment with the Company, based upon the Company's performance against specified metrics which are generally over a three year performance period. At the end of the performance period, the number of shares of common stock that could be issued is fixed based upon the Company's performance against these metrics. The number of shares that could be issued can range from 0% to 200% of the recipient's target award. Recipients of the awards granted under the 2015 Plan may elect to defer receipt of all or any portion of any shares of common stock issuable upon vesting to a future date elected by the recipient.

All RSUs and PSUs granted under the 2015 Plan have DERs, which entitle holders of RSUs and PSUs to the same dividend value per share as holders of common stock and can be paid in either cash or common stock. DERs are subject to the same vesting and other terms and conditions as the corresponding unvested RSUs and PSUs. DERs are paid when the underlying shares of common stock are delivered.

A summary of the Company’s RSUs and PSUs as of June 30, 2020 and changes during the six months then ended is presented below:


		Weighted-			Weighted-
	Number	Average		Number	Average
	of RSUs	Fair Value RSUs		of PSUs	Fair Value PSUs
Outstanding as of December 31, 2019	947,243	$	23.49	207,077	$	23.47
Granted	518,831	25.91		252,031	25.45
Vested ⁽¹⁾	(94,029)	25.19		(789)	25.45
Forfeited	(39,979)	24.09		—	—
Outstanding as of June 30, 2020	1,332,066	$	24.29	458,319	$	24.55

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(1) Included 74,442 shares of common stock related to RSUs and no shares of common stock related to PSUs that were not delivered as of June 30, 2020.

A summary of shares of common stock issued related to the 2015 Plan, including the impact of any DERs issued in common stock, is presented below:


	Six months ended			Six months ended
	June 30, 2020			June 30, 2019
	RSUs	PSUs	RSUs	PSUs
Shares of common stock issued ⁽¹⁾	52,512	789	401,986	900,226
Shares of common stock withheld by the Company as payment by employees in lieu of cash to satisfy tax withholding obligations	(16,973)	(269)	(123,013)	(325,246)
Net shares of common stock issued	35,539	520	278,973	574,980

Cumulative undelivered shares of common stock	262,568	—	177,249	—

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(1) Shares of common stock issued in 2019 related to PSUs represents PSUs that vested in 2018 but were delivered in common stock during the six months ended June 30, 2019.

Compensation expense recorded related to RSUs and PSUs in the consolidated statement of operations was as follows:


	Three months ended						Six months ended
	June 30,						June 30,
(in thousands)	2020		2019		2020		2019
RSUs	$	3,787	$	3,170	$	6,265	$	4,740
PSUs	265		431		(190)		646

The remaining unrecognized compensation expense related to unvested RSUs and unvested PSUs was $19.6 million and $6.3 million, respectively, as of June 30, 2020 and is expected to be recognized over the related weighted average period of 2.1 years and 2.6 years, respectively.

Compensation Expense

The allocation of share-based compensation expense in the unaudited condensed consolidated statements of operations was as follows:


	Three months ended						Six months ended
	June 30,						June 30,
(in thousands)	2020		2019		2020		2019
Cost of goods sold	$	403	$	194	$	628	$	361
Selling, general and administrative	3,575		3,174		5,289		4,641
Research and development	238		233		486		384
Total compensation expense before income tax	4,216		3,601		6,403		5,386
Income tax benefit	849		746		1,312		1,136
Total compensation expense, net of income tax	$	3,367	$	2,855	$	5,091	$	4,250