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Equity-Based Compensation Plans
12 Months Ended
Dec. 31, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Equity-Based Compensation Plans

7. Equity-Based Compensation Plans

We reserved 2.5 million shares for issuance to key management personnel and directors under the 2019 Incentive and Equity Award Plan, in addition to the 5.0 million shares reserved for the Amended and Restated 2011 Incentive and Equity Award Plan. As of December 31, 2020, 2.8 million shares remain available for future issuance under these plans. The plans permit the issuance of restricted stock and stock units, as well as options, stock appreciation rights, and performance stock and performance stock unit awards. Awards under the plan can be generally satisfied in cash or shares at the discretion of the Board of Directors. According to the plan provisions, the stock units provide the holders the right to receive one share of our Common Stock upon vesting (and distribution) of one stock unit. The plan requires the exercise price of any option granted may not be less than the fair market value of a share of our Common Stock on the date of grant.

Additionally, we reserved 3.0 million shares for issuance to employees under the 2020 employee stock purchase plan.

Performance Based Awards

In 2019, the Company granted performance stock and performance stock unit awards to key management personnel and directors, respectively, under its 2011 and 2019 Incentive and Equity Award Plans. In addition to meeting service conditions, these awards were to vest upon the attainment of a 30-day volume-weighted average share price; however, no awards were earned based upon the actual share prices. As such, these shares have been included in the shares that remain available for future issuance under these plans, as disclosed above. For the years ended December 31, 2020 and 2019, the Company recorded compensation expense for these stock awards of $1.8 million and $2.6 million, respectively.

Restricted Stock

A summary of the activity of our unvested restricted stock and stock unit awards are presented in the following table:

 

 

Shares/units

(in thousands)

 

 

Weighted

Average

Grant-Date

Fair Value

 

Unvested at December 31, 2017

 

 

1,307

 

 

$

11.55

 

Granted

 

 

730

 

 

 

9.35

 

Vested and distributed

 

 

(457

)

 

 

10.91

 

Forfeited

 

 

(164

)

 

 

11.31

 

Unvested at December 31, 2018

 

 

1,416

 

 

$

10.65

 

Granted

 

 

437

 

 

 

5.39

 

Vested and distributed

 

 

(779

)

 

 

9.16

 

Forfeited

 

 

(81

)

 

 

10.74

 

Unvested at December 31, 2019

 

 

993

 

 

$

9.50

 

Granted

 

 

1,656

 

 

 

2.12

 

Vested and distributed

 

 

(820

)

 

 

5.44

 

Forfeited

 

 

(258

)

 

 

2.96

 

Unvested at December 31, 2020

 

 

1,571

 

 

$

4.90

 

 

All of the members of the Board of Directors have deferred receipt of the Common Stock underlying some or all of the restricted stock units they have been awarded until a later date, such as when the director ceases to serve on the Board or, under certain circumstances, upon a change of control. Thus, while some of these restricted stock units have vested, the directors have not yet received the underlying Common Stock. For the years ended December 31, 2020, 2019, and 2018, the total number of restricted stock units that are vested but for which the underlying Common Stock has not been distributed was 580,000, 500,000, and 660,000, respectively; these shares are shown as unvested in the above table.

The intrinsic value of unvested shares as of December 31, 2020 was $7.0 million. The Company records expense on a straight-line basis over the vesting term. For the years ended December 31, 2020, 2019 and 2018, the Company recorded compensation expense for restricted stock awards of $2.9 million, $3.6 million, and $6.2 million, respectively. Unrecognized compensation expense related to restricted stock awards of $1.6 million at December 31, 2020 is expected to be recognized over a weighted-average period of 0.7 years.

The vesting provisions for the restricted stock and stock unit awards and the related number of shares granted during the year ended December 31 are as follows:

 

 

Shares/units (in thousands)

 

Vesting Terms

 

2020

 

 

2019

 

 

2018

 

50% immediately and 50% on the 1 year anniversary of grant date

 

 

 

 

 

162

 

 

 

 

100% immediately

 

 

129

 

 

 

186

 

 

 

132

 

33.3% per year for three years

 

 

15

 

 

 

89

 

 

 

452

 

33.3% after 30 days and 33.3% on the 1 and 2 year anniversary of grant date

 

 

12

 

 

 

 

 

 

 

25% immediately and 25% on the 1, 2 and 3 year anniversary of grant date

 

 

1,500

 

 

 

 

 

 

 

100% on July 31, 2018

 

 

 

 

 

 

 

 

146

 

Total restricted stock and stock units granted

 

 

1,656

 

 

 

437

 

 

 

730

 

 

The fair value of non-vested shares is determined based on the closing trading price of our shares on the grant date. The fair value of shares vested and distributed during the years ended December 31, 2020, 2019 and 2018 was $4.5 million, $7.1 million, and $5.0 million, respectively.

The outstanding awards under our stock compensation plans are considered participating securities in our earnings (loss) per share calculation. See Note 10 for additional details.