EQUITY INCENTIVE PLANS

9 Months Ended

Sep. 30, 2021

EQUITY INCENTIVE PLANS

EQUITY INCENTIVE PLANS

NOTE 15 – EQUITY INCENTIVE PLANS

2017 Omnibus Equity Incentive Plan

The shareholders approved the Omnibus Equity Incentive Plan (“2017 Plan”) in November 2017. The 2017 Plan provides for the awarding by the Company’s Board of Directors of equity incentive awards to employees and non-

employee directors. An equity incentive award may be an option, stock appreciation rights, restricted stock units, stock award, other stock-based award or performance award granted under the 2017 Plan. Factors considered by the Board in awarding equity incentives to officers and employees include the performance of the Company, the employee’s or officer’s job performance, the importance of his or her position, and his or her contribution to the organization’s goals for the award period. Generally, awards are restricted and have a vesting period of no longer than ten years. Subject to adjustment as provided in the 2017 Plan, the maximum number of shares of common stock that may be delivered pursuant to awards granted under the 2017 Plan is 450,000. The 2017 Plan provides for an annual restricted stock grant limits to officers, employees and directors. The annual stock grant limit per person for officers and employees is the lessor of 50,000 shares or a value of $2.0 million, and per person for directors, the maximum is 25,000 shares. All unvested restricted shares outstanding vest in the event of a change in control of the Company. Awarded shares of restricted stock vest over (i) a one-year period following the date of grant, in the case of the non-employee directors, and (ii) a three-year or five-year period following the date of grant, with the initial vesting occurring on the one-year anniversary of the date of grant, in the case of the executive officers. As of September 30, 2021, a total of 117,322 shares were available for future issuance under the 2017 Plan.

2014 Omnibus Equity Incentive Plan

In 2014, the shareholders approved the Omnibus Equity Incentive Plan (the “2014 Plan”). A total of 148,962 equity incentive awards were granted under the 2014 Plan. The awards are shares of restricted stock and have a vesting period of one to five years. No future equity awards will be made from the 2014 Plan.

The Company recognizes compensation expense for the restricted stock awards based on the fair value of the shares at the award date. Total compensation expense for these plans was $325,000 and $1.1 million for the three and nine months ended September 30, 2021 and 2020 and $385,000 and $1.1 million for the three and nine months ended September 30, 2020, respectively.

As of September 30, 2021, there was $1.7 million of total unrecognized compensation cost related to non-vested shares granted as restricted stock awards. The cost is expected to be recognized over the remaining weighted-average vesting period of approximately three years.

The following table provides the restricted stock grant activity for the periods indicated:

	2021			2020
		Weighted-average			Weighted-average
		grant date			grant date
	Shares	fair value		Shares	fair value
Non-vested at January 1,	204,515	$	17.71	142,103	$	20.76
Granted	24,187		15.17	15,173		22.60
Vested	(14,164)		18.50	(23,435)		19.62
Forfeited	—		—	(1,432)		18.93
Non-Vested, at March 31,	214,538	$	16.06	132,409	$	22.10
Granted	—		—	92,294		12.18
Vested	(63,028)		17.84	(32,264)		23.30
Non-Vested, at June 30,	151,510	$	15.32	192,439	$	17.14
Granted	12,228		18.16	21,599		10.28
Vested	(21,771)		10.33	(9,523)		21.34
Forfeited	(2,692)		18.45	—		—
Non-Vested, at September 30,	139,275	$	16.29	204,515	$	16.22