Earnings (Loss) Per Share, Stock-Based Compensation and Share Repurchase Plan

3 Months Ended

Mar. 31, 2026

Shareholders' Equity, Earnings Per Share And Stock-Based Compensation [Abstract]

Share-Based Payment Arrangement

EARNINGS (LOSS) PER SHARE, SHARE-BASED COMPENSATION AND SHARE REPURCHASE PLAN

Earnings (Loss) per Share. For each period presented, the only difference between our calculated weighted-average basic and diluted number of shares outstanding is the effect of outstanding restricted stock units and beginning in 2026, also performance stock units. In periods where we have a net loss, the effect of our outstanding restricted stock units is anti-dilutive and therefore does not increase our diluted shares outstanding.

For each period presented, our net income (loss) allocable to both common shareholders and diluted common shareholders is the same as our net income (loss) in our consolidated statements of operations.

Share-Based Compensation. Annually, the Compensation Committee of our Board of Directors (the “Compensation Committee”) issues to certain of our key executives and employees annual long-term incentive awards of restricted stock units, which are settled in shares of our common stock, and performance-based award of performance units, which were paid in cash prior to the 2026 awards and in shares of our common stock beginning with the 2026 awards.

In addition, grants of restricted stock are issued to our nonemployee directors and generally vest in full on the first anniversary of the award date, conditional upon continued service as a director. Each grantee of shares of restricted

stock is deemed to be the record owner of those shares during the restriction period, with the right to vote and receive any dividends on those shares.

Restricted Stock Units. Each restricted unit awarded prior to February 2026, generally vested in full on the third anniversary of the award date, conditional on continued employment through such vesting date. The remainder of the grants made to employees can vest pro rata over three years, provided the individual meets certain age and years of service requirements.

Beginning in February 2026, the Compensation Committee approved grants of restricted stock unit awards that will vest ratably on each of the first, second and third anniversary of the grant date.

We estimate that share-based compensation costs not yet recognized related to shares of restricted stock or restricted stock units, based on their grant-date fair values, was $26 million as of March 31, 2026. This expense is generally being recognized on a straight-line basis over the applicable vesting period.

For each of the restricted stock units granted in 2023 through March 31, 2026, at the earlier of three years after grant or at termination of employment or service, the grantee will be issued one share of our common stock for each unit vested. As of March 31, 2026 and December 31, 2025, respective totals of 1,845,776 and 1,902,174 shares of restricted stock and restricted stock units were outstanding.

Performance Stock Units. Beginning in February 2026, the Compensation Committee approved awards of stock-denominated performance stock units instead of cash-denominated performance units. To the extent earned, performance stock units will be settled in shares of our common stock, rather than in cash as has been the case for performance units awarded in prior years.

We estimate that share-based compensation cost not yet recognized related to shares of performance stock units, was $10 million as of March 31, 2026. This expense is generally being recognized on a straight-line basis over the applicable vesting period.

For each of the performance stock units granted as of March 31, 2026, the grantee will be issued one share of our common stock for each unit vested three years after grant. As of March 31, 2026, 359,402 shares of performance stock units were outstanding.

Share Repurchase Plan. In December 2014, our Board of Directors approved a share repurchase program under which we may repurchase up to 10 million shares of our common stock on a discretionary basis. Under the program, which has no expiration date, we had repurchased 2.0 million shares for $100 million through December 31, 2015. We did not repurchase any shares from January 2016 through August 2024. In the year ended December 31, 2024, we repurchased 0.8 million shares for approximately $20 million. In the year ended December 31, 2025, we repurchased 1.8 million shares for approximately $40 million. During the three-month period ended March 31, 2026, we did not repurchase any shares. From the inception of this program through March 31, 2026, we have repurchased approximately 4.6 million shares of our common stock for a total cost of approximately $161 million. As of March 31, 2026, we retained 11 million of the shares we had repurchased through this and a prior repurchase program. We expect to hold the shares repurchased and any additional shares repurchased under the plan as treasury stock for possible future use. The timing and amount of any future repurchases will be determined by our management. We are not obligated to make any future repurchases. We account for the shares we hold in treasury under the cost method, at average cost.