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Stock-Based Compensation
12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation

Note 20 — Stock-Based Compensation

The Company’s Amended and Restated 2020 Omnibus Incentive Plan, or the 2020 Plan, authorizes grants of stock‑based compensation instruments to purchase or issue up to 2,770,000 shares of Company common stock.

(a)
Stock Options

In connection with its IPO in January 2020, the Company granted stock options to non-employee directors and certain employees, including named executive officers, to purchase approximately 782,500 shares of common stock with an exercise price per share equal to the initial public offering price of $13.00. On December 24, 2020, the Company granted stock options to a non-employee director to purchase 12,500 shares of common stock with an exercise price per share equal to the grant date market price of $6.28. On September 8, 2023, the Company granted stock options to an employee to purchase 5,464 shares of common stock with an exercise price per share equal to the grant date market price of $11.68. During the year ended December 31, 2023, 37,500 shares were exercised at the exercise price per share of $13.00. Cash received from option exercised for the year ended December 31, 2023 was $0.5 million. No stock options were exercised during the years ended December 31, 2022 and 2021.

The Company uses the Black-Scholes option pricing model to value stock options in determining the stock-based compensation expense. Forfeitures are recognized as they occur. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the date of grant. The expected dividend yield was zero as the Company is not expected to pay dividends in the foreseeable future. Expected volatility is based on the estimated average maximum volatility provided by a third-party investment bank due to the lack of historical volatilities of the Company’s common stock.

The following table presents the assumptions used in the option pricing model at the grant date for options granted during the year ended December 31, 2023:

Assumptions:

 

December 31, 2023

 

Expected volatility

 

 

28.00

%

Expected dividends

 

 

 

Risk-free interest rate

 

 

1.50

%

Expected forfeited rate

 

 

 

 

The tables below summarize stock option activity during the years ended December 31, 2023 and 2022:

 

 

December 31, 2023

 

($ in thousands, except per share amounts)

 

Options

 

 

Weighted Average Exercise Price

 

 

Weighted Average Remaining Contractual Life

 

Aggregate Intrinsic Value

 

Options outstanding at beginning of year

 

 

785,000

 

 

$

12.89

 

 

 

 

 

 

Granted

 

 

5,464

 

 

 

11.68

 

 

 

 

 

 

Exercised

 

 

(37,500

)

 

 

13.00

 

 

 

 

 

 

Forfeited

 

 

 

 

 

 

 

 

 

 

 

Options outstanding at end of year

 

 

752,964

 

 

$

12.88

 

 

6.1 years

 

$

3,269

 

Options exercisable at end of year

 

 

747,500

 

 

$

12.89

 

 

6.1 years

 

$

3,239

 

Options expected to vest (1)

 

 

5,464

 

 

$

11.68

 

 

9.7 years

 

$

30

 

 

 

 

December 31, 2022

 

($ in thousands, except per share amounts)

 

Options

 

 

Weighted Average Exercise Price

 

 

Weighted Average Remaining Contractual Life

 

Aggregate Intrinsic Value

 

Options outstanding at beginning of year

 

 

785,000

 

 

$

12.89

 

 

 

 

 

 

Granted

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

Forfeited

 

 

 

 

 

 

 

 

 

 

 

Options outstanding at end of year

 

 

785,000

 

 

$

12.89

 

 

7.1 years

 

$

42

 

Options exercisable at end of year

 

 

523,333

 

 

$

12.89

 

 

7.1 years

 

$

28

 

Options expected to vest (1)

 

 

261,667

 

 

$

12.89

 

 

7.1 years

 

$

14

 

(1)
The number of options expected to vest reflects no expected forfeiture.

The aggregate intrinsic value represents the amount by which the fair value of underlying stock exceeds the “in-the-money” option exercise price.

Stock options vest ratably over a service period of three years from the date of the grant. Compensation expense related to stock options is based on the fair value of the underlying stock on the award date and is recognized over the vesting period using the straight-line method. Unvested stock options outstanding were 5,464 and 261,667 shares as of December 31, 2023 and 2022, respectively, at a weighted average exercise price per share of $11.68 and $12.89, respectively. The amount of unrecognized compensation expense related to unvested stock options was $22.4 thousand, and the weighted average period over which it is expected to be recognized is 2.69 years as of December 31, 2023.

(b)
Restricted Stock Awards

In January 2021, the Company issued 480,000 shares of restricted stock awards to certain employees, including named executive officers, at no cost to employees. In May 2021, the Company issued 26,511 shares of restricted stock awards to certain non-employee directors.

In February 2022, the Company issued 125,250 shares of restricted stock awards to certain employees, including named executive officers at no cost to employees. In May 2022, the Company issued 31,215 shares of restricted stock awards to certain non-employee directors.

In January 2023, the Company issued 198,137 shares of restricted stock awards to certain employees, including named executive officers, at no cost to employees. In May 2023, the Company issued 31,629 shares of restricted stock awards to certain non-employee directors.

The fair value of restricted stock awards is determined based on the fair market value of the Company's common shares on the grant date. The estimated fair value of restricted stock awards is amortized as an expense over the three-year requisite service period. The Company has elected to recognize forfeitures as they occurred rather than estimating service-based forfeitures over the requisite service period. The amount of unrecognized compensation expense related to unvested restricted stock awards was $3.7 million, and the weighted average period over which it is expected to be recognized is 1.73 years as of December 31, 2023.

The table below summarizes restricted stock award activity during the year ended December 31, 2023 and 2022:

 

 

Employee

 

 

Non-Employee Director

 

 

Total

 

December 31, 2023

 

Restricted Stock Awards

 

 

Restricted Stock Awards

 

 

Restricted Stock Awards

 

 

 

Number of Shares

 

 

Weighted Average Grant Date Fair Value

 

 

Number of Shares

 

 

Weighted Average Grant Date Fair Value

 

 

Number of Shares

 

 

Weighted Average Grant Date Fair Value

 

Nonvested at December 31, 2022

 

 

445,250

 

 

$

8.61

 

 

 

48,889

 

 

$

9.72

 

 

 

494,139

 

 

$

8.72

 

Granted

 

 

198,137

 

 

 

10.00

 

 

 

31,629

 

 

 

9.01

 

 

 

229,766

 

 

 

9.86

 

Vested

 

 

(234,250

)

 

 

8.42

 

 

 

(19,242

)

 

 

9.87

 

 

 

(253,492

)

 

 

8.53

 

Forfeited

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonvested at December 31, 2023

 

 

409,137

 

 

$

9.39

 

 

 

61,276

 

 

$

9.31

 

 

 

470,413

 

 

$

9.38

 

 

 

 

Employee

 

 

Non-Employee Director

 

 

Total

 

December 31, 2022

 

Restricted Stock Awards

 

 

Restricted Stock Awards

 

 

Restricted Stock Awards

 

 

 

Number of Shares

 

 

Weighted Average Grant Date Fair Value

 

 

Number of Shares

 

 

Weighted Average Grant Date Fair Value

 

 

Number of Shares

 

 

Weighted Average Grant Date Fair Value

 

Nonvested at December 31, 2021

 

 

480,000

 

 

$

7.04

 

 

 

26,511

 

 

$

10.75

 

 

 

506,511

 

 

$

7.23

 

Granted

 

 

125,250

 

 

 

12.63

 

 

 

31,215

 

 

 

9.13

 

 

 

156,465

 

 

 

11.93

 

Vested

 

 

(160,000

)

 

 

7.04

 

 

 

(8,837

)

 

 

10.75

 

 

 

(168,837

)

 

 

7.23

 

Forfeited

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonvested at December 31, 2022

 

 

445,250

 

 

$

8.61

 

 

 

48,889

 

 

$

9.72

 

 

 

494,139

 

 

$

8.72

 

(c)
Performance Stock Units

In February 2022, the Company began granting performance stock units ("PSUs") to certain employees, including named executive officers under the 2020 Plan. PSUs will vest based on the achievement of predetermined performance goals over performance periods determined by the Compensation Committee. PSUs are subject to forfeiture until predetermined performance conditions have been achieved. The Company recognizes share-based compensation expense for PSUs on a straight-line basis over the requisite service period of the award when it is probable that the performance conditions will be achieved. Compensation expense for PSUs with financial performance measures is measured using the fair value at the date of grant and recorded over each vesting period, and may be adjusted over the vesting period based on interim estimates of performance against the pre-set objectives. In February 2022, the Company granted 102,750 PSUs and in January 2023, the Company granted 153,637 PSUs. The granted PSUs represent 100% of the original target award amounts vesting eligibility is based on performance and service conditions of distinct three-year service periods for each award. Accordingly, the number of shares issued at the end of any performance period could range between 0% and 200% of the original target award amount.

A summary of the PSU activity for the years ended December 31, 2023, and 2022 under the 2020 Omnibus Plan is presented below:

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

Shares

 

 

Weighted Average Grant Date Fair Value (per share)

 

 

Shares

 

 

Weighted Average Grant Date Fair Value (per share)

 

Outstanding at beginning of year, nonvested

 

 

102,750

 

 

$

12.63

 

 

 

 

 

$

 

Granted

 

 

153,637

 

 

 

10.00

 

 

 

102,750

 

 

 

12.63

 

Vested

 

 

 

 

 

 

 

 

 

 

 

 

Forfeited

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at end of year, nonvested

 

 

256,387

 

 

$

11.05

 

 

 

102,750

 

 

$

12.63

 

 

(d)
Employee Stock Purchase Plan ("ESPP")

In July 2022, the Company initiated an ESPP which allows permitted eligible employees to purchase shares of the Company's common stock through payroll deductions of up to 15% of their eligible compensation, subject to certain limitations. The purchase price of the shares under the ESPP equals 85% of the lower of the fair market value of the Company's common stock on either the first or last day of each six-month offering period. As of December 31, 2023, a total of 241,132 shares have been issued under the ESPP with 167,123 shares issued in 2023 and 74,009 shares issued in 2022.

Compensation expense for the ESPP is calculated as of the beginning of the offering period as the fair value of the employees’ purchase rights utilizing the Black-Scholes option valuation model and is recognized as a compensation expense over the offering period. The table below presents the fair value assumptions used for the period indicated:

 

 

December 31,

 

Assumptions:

 

2023

 

 

2022

 

Risk-free interest rate

 

 

5.45

%

 

 

2.50

%

Expected term (in years)

 

 

0.5

 

 

 

0.5

 

Expected volatility

 

 

51.31

%

 

 

49.93

%

Dividend yield

 

 

 

 

 

 

Grant date fair value per share

 

$

11.78

 

 

$

11.31

 

The Company recognized a total of $3.9 million and $3.1 million compensation expense related to the outstanding stock options, unvested restricted stock awards, ESPP, and unvested performance-based stock unit awards granted to employees during the years ended December 31, 2023 and 2022, respectively. Such amount is included in “Compensation and employee benefits” on the Consolidated Statement of Income. The total amount of unrecognized compensation expense related to unvested stock options, restricted stock awards, and performance-based stock unit awards were $3.8 million and $3.6 million as of December 31, 2023 and 2022.

Treasury share purchases represent shares surrendered to the Company equal in value to the statutory payroll tax withholding obligations arising from the vesting of employee restricted stock awards. During the years ended December 31, 2023 and 2022, the Company purchased treasury shares of 87,765 and 33,647 at an average price of $9.81 per share and $13.61 per share, respectively.