Stock-Based Compensation

12 Months Ended

Dec. 31, 2025

Stock-Based Compensation

In May 2021, at the 2021 Annual Meeting of Stockholders, the approval of the Heartland Express, Inc. 2021 Restricted Stock Award Plan (the "2021 Plan") was ratified. The 2021 Plan made available up to 0.6 million shares for the purpose of making restricted stock grants to our eligible employees, directors and consultants. The 2021 Plan has 0.2 million shares that remain available for the purpose of making restricted stock grants at December 31, 2025.

There were no shares granted during the period 2021 to 2022 that remain unvested at December 31, 2025. Shares granted in 2023 through 2025 have various vesting terms that range from immediate to four years from the date of grant and have share prices ranging between $8.37 and $16.11. Compensation expense associated with these awards is based on the market value of our stock on the grant date. Compensation expense associated with restricted stock awards to employees is included in salaries, wages and benefits while awards to directors or consultants is included in other operating expenses in the consolidated statements of comprehensive income. There were no significant assumptions made in determining fair value. Compensation expense associated with restricted stock awards was $2.2 million, $1.0 million, and $1.6 million for the years ended December 31, 2025, 2024, and 2023, respectively. Unrecognized compensation expense was $0.2 million at December 31, 2025 which will be recognized over a weighted average period of 1.0 years.

The following table summarizes our restricted stock award activity for the years ended December 31, 2025, 2024 and 2023. The vesting dates for the awards vested in 2025 occurred relatively evenly throughout the year ended December 31, 2025. The fair value of awards vested during 2025, 2024 and 2023 was $1.4 million, $1.9 million and $1.1 million, respectively.


	2025
	Number of Restricted Stock Awards ( in thousands)	Weighted Average Grant Date Fair Value
Unvested at January 1	9.5	$	15.08
Granted	186.3	9.78
Vested	(145.5)	9.67
Forfeited	(4.2)	10.96
Outstanding (unvested) at end of year	46.1	$	11.09


	2024
	Number of Restricted Stock Awards ( in thousands)	Weighted Average Grant Date Fair Value
Unvested at January 1	85.8	$	14.84
Granted	84.7	12.15
Vested	(145.0)	13.26
Forfeited	(16.0)	14.81
Outstanding (unvested) at end of year	9.5	$	15.08


	2023
	Number of Restricted Stock Awards (in thousands)	Weighted Average Grant Date Fair Value
Unvested at beginning of year	40.1	$	16.01
Granted	118.9	14.53
Vested	(73.2)	14.97
Forfeited	—	—
Outstanding (unvested) at end of year	85.8	$	14.84