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Share-Based Compensation Plans
3 Months Ended
Mar. 31, 2023
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Share-Based Compensation Plans

(12.) SHARE-BASED COMPENSATION PLANS

The Company maintains certain share-based compensation plans, approved by the Company’s shareholders, that are administered by the Management Development and Compensation Committee (the “MD&C Committee”) of the Board. The share-based compensation plans were established to allow for granting of compensation awards to attract, motivate and retain employees, executive officers and non-employee directors who contribute to the long-term growth and profitability of the Company and to give such persons a proprietary interest in the Company, thereby enhancing their personal interest in the Company’s success.

The MD&C Committee approved the grant of restricted stock units (“RSUs”) and performance-based restricted stock units (“PSUs”) shown in the table below during the three months ended March 31, 2023.

 

 

 

Number of
   Underlying
Shares

 

 

Weighted Average Grant Date Fair Value

 

RSUs

 

 

132,310

 

 

$

16.65

 

PSUs

 

 

53,060

 

 

 

16.66

 

 

The grant-date fair value for the RSUs and PSUs granted during the three months ended March 31, 2023 was equal to the closing market price of our common stock on the date of grant reduced by the present value of the dividends expected to be paid on the underlying shares.

The RSUs granted during the three months ended March 31, 2023 will vest on the third anniversary of the grant date assuming the recipient’s continuous service to the Company.

The Company awarded grants of PSUs to certain members of management during the three months ended March 31, 2023. Fifty percent of shares subject to each grant that ultimately vest are contingent on achieving specified return on average equity (“ROAE”) targets relative to the market index the MD&C Committee has selected as a peer group for this purpose. These shares will be earned based on the Company’s achievement of a relative ROAE performance requirement, on a percentile basis, compared to the market index over a three-year performance period ending December 31, 2025. The shares earned based on the achievement of the ROAE performance requirement, if any, will vest on the third anniversary of the grant date assuming the recipients continuous service to the Company. The remaining fifty percent of the PSUs that ultimately vest are contingent upon achievement of an average return on average assets (“ROAA”) performance requirement over a three-year performance period ending December 31, 2025. The shares earned based on the achievement of the ROAA performance requirement, if any, will vest of the third anniversary of the grant date assuming the recipient's continuous service to the Company.

The Company amortizes the expense related to share-based compensation awards over the vesting period. Share-based compensation expense is recorded as a component of salaries and employee benefits in the consolidated statements of income for awards granted to management and as a component of other noninterest expense for awards granted to directors. The share-based compensation expense included in the consolidated statements of income, is as follows (in thousands):

 

 

 

Three months ended
March 31,

 

 

 

2023

 

 

2022

 

Salaries and employee benefits

 

$

510

 

 

$

406

 

Other noninterest expense

 

 

41

 

 

 

37

 

Total share-based compensation expense

 

$

551

 

 

$

443

 

 

 

 

 

 

 

 

Income tax benefit realized for compensation costs

 

$

368

 

 

$

191

 

As of March 31, 2023, there was $6.0 million of unrecognized compensation expense related to unvested restricted stock awards and restricted stock units that is expected to be recognized over a weighted average period of 2.35 years.