Stock and Incentive Compensation

6 Months Ended

Jun. 30, 2022

Share-Based Payment Arrangement [Abstract]

Note 11 – Stock and Incentive Compensation

Trustmark has granted stock and incentive compensation awards and units subject to the provisions of the Stock and Incentive Compensation Plan (the Stock Plan). Current outstanding and future grants of stock and incentive compensation awards are subject to the provisions of the Stock Plan, which is designed to provide flexibility to Trustmark regarding its ability to motivate, attract and retain the services of key associates and directors. The Stock Plan also allows Trustmark to grant nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units and performance units to key associates and directors. At June 30, 2022, the maximum number of shares of Trustmark’s common stock available for issuance under the Stock Plan was 999,231 shares.

Restricted Stock Grants

Performance Awards

Trustmark’s performance awards vest over three years and are granted to Trustmark’s executive and senior management teams. Performance awards granted vest based on performance goals of return on average tangible equity and total shareholder return. Performance awards are valued utilizing a Monte Carlo simulation model to estimate fair value of the awards at the grant date. The Monte Carlo simulation was performed by an independent valuation consultant and requires the use of subjective modeling assumptions. These awards are recognized using the straight-line method over the requisite service period. These awards provide for achievement units if performance measures exceed 100%. The restricted share agreement for these awards provides for voting rights and dividend privileges. During 2020, Trustmark began granting performance units instead of performance awards. The performance units have the same attributes as the previously granted performance awards, except the performance units do not provide voting rights.

Time-Based Awards

Trustmark’s time-based awards granted to Trustmark’s executive and senior management teams vest over three years. Trustmark’s time-based awards granted to members of Trustmark’s Board of Directors vest over one year. Time-based awards are valued utilizing the fair value of Trustmark’s stock at the grant date. These awards are recognized on the straight-line method over the requisite service period. During 2020, Trustmark began granting time-based units instead of time-based awards. The time-based units have the same attributes as the previously granted time-based awards, except for the time-based units do not provide voting rights.

The following table summarizes the Stock Plan activity for the periods presented:


	Three Months Ended June 30, 2022
	Performance Awards and Units			Time-Vested Awards and Units
Nonvested shares, beginning of period		154,849			334,064
Granted		—			23,232
Released from restriction		—			(790	)
Forfeited		(3,093	)		(1,797	)
Nonvested shares, end of period		151,756			354,709


	Six Months Ended June 30, 2022
	Performance Awards and Units			Time-Vested Awards and Units
Nonvested shares, beginning of period		140,821			337,466
Granted		60,773			126,315
Released from restriction		(19,723	)		(105,927	)
Forfeited		(30,115	)		(3,145	)
Nonvested shares, end of period		151,756			354,709

The following table presents information regarding compensation expense for awards and units under the Stock Plan for the periods presented ($ in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Performance awards and units	$	406	$	324	$	535	$	206
Time-vested awards and units		834		890		1,950		3,189
Total compensation expense	$	1,240	$	1,214	$	2,485	$	3,395