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Stock-Based Compensation
12 Months Ended
Dec. 31, 2022
Share-based Payment Arrangement [Abstract]  
Stock-Based Compensation STOCK-BASED COMPENSATION
The Company has equity awards outstanding under the 2015 Equity Incentive Plan (the “2015 Plan”). The plan was primarily established to enhance the Company’s ability to attract, retain, and motivate employees. The Company’s Board of Directors or, upon delegation, the Compensation and Human Capital Committee of the Board of Directors (“Compensation Human Capital Committee”) has exclusive authority to select employees, advisors and others, including directors, to receive awards and to establish the terms and conditions of each award made pursuant to the Company’s stock-based compensation plan.
The 2015 Plan, approved by the Company’s shareholders in May 2015, was established to provide the Company with flexibility to select from various equity-based performance compensation methods, and to be able to address changing accounting and tax rules and corporate governance practices by optimally utilizing performance based compensation. At December 31, 2022, there were 361,605 common shares available for future grant under the 2015 Plan.
Stock Options. All options granted had an exercise price equal to fair market value, which was defined as the closing sales price for the stock as quoted on the NASDAQ Stock Market for the last market trading day preceding the date that the Company’s Board of Directors awards the benefit. Options were subject to vesting as determined by the Company’s Board of Directors or Compensation and Human Capital Committee, and could be exercised for periods of up to ten years from the date of grant.
No stock option awards were granted in 2022 or 2021. All outstanding stock option awards were fully vested as of December 31, 2016. As such, there was no compensation expense or related income tax benefits recognized related to stock option awards in 2022 or 2021. Compensation expense related to stock option awards and the related income tax benefits for the year ended December 31, 2016 were not considered material.
The following table summarizes stock option activity under the Company’s stock option plan:
Year Ended December 31, 2022Number of
Shares
Weighted-Average
Exercise Price
Weighted-Average
Remaining
Contract Life
Outstanding options, beginning of year23,252 $14.37  
Exercised(22,684)14.37  
Forfeited(568)14.37  
Outstanding options, end of year— $— 0.00
Outstanding options exercisable, end of year— $— 0.00
The were no stock options outstanding as of December 31, 2022. The total intrinsic value of options exercised was $0.6 million, $1.5 million, and $3.1 million during the years ended December 31, 2022, 2021, and 2020, respectively. The actual tax benefit realized for the tax deduction from option exercises totaled $0.1 million, $0.2 million, and $0.5 million for the years ended December 31, 2022, 2021, and 2020, respectively. The Company received cash of $0.1 million, $0.5 million, and $1.1 million from stock option exercises during the years ended December 31, 2022, 2021, and 2020, respectively. The Company redeemed common stock with aggregate values of $0.2 million, $0.3 million, and $1.0 million tendered in payment for stock option exercises during the years ended December 31, 2022, 2021, and 2020, respectively.
Restricted Stock Awards. Common stock issued under the Company’s restricted stock plan may not be sold or otherwise transferred until restrictions have lapsed or performance objectives have been obtained. During the vesting periods, participants have voting rights and receive dividends on all time restricted shares and vesting performance restricted shares. Upon termination of employment, common shares upon which restrictions have not lapsed must be returned to the Company.
All restricted share awards are classified as equity awards. The fair value of equity-classified restricted stock awards is amortized as compensation expense on a straight-line basis over the period restrictions lapse or performance goals are met. Compensation expense related to restricted stock awards of $9.6 million, $8.9 million and $7.5 million was included in employee benefits on the Company’s consolidated statements of income for the years ended December 31, 2022, 2021, and 2020, respectively. Related income tax expense of $0.3 million for the year ended December 31, 2022, related income tax benefit of $0.3 million was recognized for the year ended December 31, 2021, and related income tax expense of $0.1 million was recognized for the year ended December 31, 2020.
The following table presents information regarding the Company’s restricted stock:
As of December 31, 2022Number of
Shares
Weighted-Average
Measurement Date
Fair Value
Restricted stock, beginning of year521,012 $39.73 
Granted458,176 38.67 
Vested(131,199)39.92 
Forfeited(106,891)38.61 
Restricted stock, end of year741,098 $38.94 
During 2022, the Company issued 458,176 restricted common shares. The 2022 restricted share awards included 263,582 performance restricted shares, of which 131,791 vest in varying percentages upon achievement of defined return on equity performance goals, and 131,791 vest in varying percentages upon achievement of defined total return to shareholder goals. The defined return to shareholder goals related to the 2019 performance restricted stock grants were not met resulting in the cancellation of 27,247 performance shares. Vesting of the 2022 performance restricted shares is also contingent on employment as of March 15, 2025. Additionally, 221,841 time-restricted shares were issued during 2022, of which 38,845 vest one year from the grant date, and the remaining 182,996 vest one-third on each annual anniversary of the grant date, contingent on continued employment through the vesting dates.
As of December 31, 2022, there was $15.8 million of unrecognized compensation cost related to non-vested, restricted stock awards expected to be recognized over a period of 1.24 years.