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Stock-Based Plans and Stock-Based Compensation
12 Months Ended
Dec. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Stock-Based Plans and Stock-Based Compensation
Stock-Based Plans and Stock-Based Compensation

We maintain several stock incentive plans under which stock-based awards are, or have been, granted to employees and non-employee directors. We issue new shares of common stock upon exercise or settlement of the stock-based awards. All of our stock plans are administered by the Compensation Committee of our Board of Directors, which determines the grantees, the number of shares of common stock for which awards may be exercised or settled and the exercise or grant prices of such shares, among other terms and conditions of stock-based awards under our stock-based plans.

With the approval of the 2014 Stock Incentive Plan (the “2014 Plan”) in May 2014, no further grants of stock-based awards may be made under our 2010 Stock Incentive Plan (the “2010 Plan”). However, the provisions of the 2010 Plan will remain in effect until all outstanding awards are exercised, settled or terminated. Shares subject to terminated awards under the 2010 Plan are not added to the pool of shares available for grant pursuant to the 2014 Plan.

Shares to be issued upon the exercise of stock options and the vesting of stock awards will come from newly issued shares.

2014 Stock Incentive Plan
The 2014 Plan provides for grants of stock options, restricted stock, restricted stock units ("RSUs"), performance awards and stock appreciation rights, as well as other stock-based awards. While incentive stock options may only be granted to employees, awards other than incentive stock options may be granted to employees, non-employee directors and outside consultants. Options granted to our employees are generally subject to a four-year vesting period. Vested options generally remain exercisable for ten years following the date of grant. RSUs generally vest over a period of three years. The exercise price of stock options must be at least equal to the fair market value per share of our common stock on the date of grant. A maximum of 1,000,000 shares of common stock are authorized for issuance under the 2014 Plan. As of December 31, 2019, there were 298,296 shares available for future awards pursuant to the 2014 Plan.

Terms of awards granted pursuant to the 2010 Plan were similar to the terms of awards granted pursuant to the 2014 Plan.

Stock-Based Compensation
Certain information regarding our stock-based compensation was as follows (in thousands):
 
 
Year Ended December 31,
 
 
2019
 
2018
 
2017
Intrinsic value of stock options exercised
 
$
230

 
$
388

 
$
265

Intrinsic value of fully-vested stock awards granted
 
1,590

 
992

 
1,812



Stock-based compensation expense was recognized in our Consolidated Statements of Operations as follows (in thousands):
 
Year Ended December 31,
 
2019
 
2018
 
2017
Selling, general and administrative expense
$
1,907

 
$
1,334

 
$
1,197

Cost of sales
99

 
150

 
119

Total stock-based compensation expense
$
2,006

 
$
1,484

 
$
1,316



We amortize stock-based compensation expense on a straight-line basis over the vesting period of the individual awards, which is the requisite service period, with estimated forfeitures considered.

At December 31, 2019, we had total unrecognized stock-based compensation expense of $1.5 million, which will be recognized over the weighted average remaining vesting period of 1.8 years.

Stock-Based Awards Plan Activity

Stock Option Activity
Stock option activity for the year ended December 31, 2019 was as follows:
 
 
Options Outstanding
 
Weighted Average Exercise Price
Outstanding at December 31, 2018
 
306,490

 
$
9.82

Exercised
 
(38,367
)
 
10.39

Canceled
 
(3,325
)
 
7.69

Outstanding at December 31, 2019
 
264,798

 
9.76



Certain information regarding options outstanding as of December 31, 2019 was as follows:
 
 
Options
Outstanding
 
Options
Exercisable
Number
 
264,798

 
242,552

Weighted average exercise price
 
$
9.76

 
$
9.94

Aggregate intrinsic value (in thousands)
 
$
1,784

 
$
1,590

Weighted average remaining contractual term
 
4.7 years

 
4.6 years



Restricted Stock Unit Activity
In February 2019, we granted a total of 58,087 RSUs with a grant date fair value of $17.18 per share to selected executive officers and other members of our executive and impact leadership teams. The RSUs will vest on March 31, 2022, provided that the participant continues to be employed through that date. A total of 4,370 RSUs were forfeited due to participants separating from the company prior to the vesting date of March 31, 2022.

In April 2019, we granted 950, 2,533 and 3,799 RSUs, for a total of 7,282 RSUs with a grant date fair value of $13.92 per share to an executive officer. The RSUs will vest on March 31, 2020, December 31, 2020 and March 31, 2022, respectively, provided that the participant continues to be employed through that date.

In June 2019, we granted a total of 25,896 RSUs with a grant date fair value of $13.50 per share to our full-time, non-executive employees, subject to our achievement of EBITDA at a specified target level for the year ended December 31, 2019. For this grant, we did not achieve our EBITDA target for the year ended December 31, 2019, so the RSUs will not vest on May 31, 2020.

In February 2018, we granted a total of 46,035 RSUs with a grant date fair value of $18.25 per share to selected executive officers and other members of our executive and impact leadership teams. The RSUs will vest on March 31, 2021, provided that the participant continues to be employed through that date. A total of 7,481 RSUs were forfeited due to participants separating from the company before March 31, 2021.

In February 2018, we also granted a total of 750 RSUs with a grant date fair value of $18.25 per share to a member of the impact leadership team that vested on April 30, 2019.

In May 2018, we granted a total of 500 RSUs with a grant date fair value of $18.75 per share to a member of the impact leadership team. The RSUs vested on May 31, 2019.

In May 2018, we also granted a total of 1,080 RSUs with a grant date fair value of $18.75 per share to a member of the impact leadership team that will vest on March 31, 2021, provided that the participant continues to be employed though that date.

In June 2018, we granted a total of 12,806 RSUs with a grant date fair value of $19.60 per share to our full-time, non-executive employees, subject to our achievement of EBITDA at a specified target level for the year ended December 31, 2018. For this grant, 92.3% of the target number of RSUs vested on May 31, 2019.

In October 2018, we granted a total of 2,602 RSUs with a grant date fair value of $17.23 per share to new members of our impact leadership team. The RSUs will vest on October 10, 2021, provided that the participant continues to be employed through that date.

In February 2017, we granted a total of 59,395 RSUs with a grant date fair value of $15.85 per share to selected executive officers and other members of our executive and impact leadership teams. The RSUs will vest on March 31, 2020. A total of 18,305 RSUs were forfeited due to participants separating from the company before March 31, 2020.

In June 2017, we granted a total of 14,526 RSUs with a grant date fair value of $17.45 per share to our full-time, non-executive employees, subject to our achievement of EBITDA at a specified target level for the year ended December 31, 2017. For this grant, 87.3% of the target number of RSUs vested on May 31, 2018.

In November 2017, we granted 4,393 RSUs with a grant date fair value of $19.35 per share to an executive officer. For this grant, 879 RSUs vested on December 31, 2018 and 1,757 RSUs vested on December 31, 2019. The remaining RSUs will vest on December 31, 2020, provided that the participant continues to be employed through that date.

During 2016, we granted a total of 52,503 RSUs with a weighted average grant date fair value of $7.69 per share to selected officers and other members of our leadership teams. A total of 39,775 RSUs vested on March 31, 2019, for participants that continued to be employed through that date. A total of 12,728 RSUs were forfeited due to participants separating from the company before March 31, 2019.

Performance-Based Stock Awards Activity
We granted performance-based stock awards to selected executives in each of the past eight years. Performance goals for the 2019 awards are tied to target amounts of the compounded-average growth rates of Net Sales and average adjusted EBITDA margin over a three-year performance period. The awards outstanding at December 31, 2019 will vest from zero to 125% of the targeted number of performance shares.

Cumulative activity related to performance-based awards during the year ended December 31, 2019 was as follows (in shares):
 
 
Awards Expected to Vest
 
Weighted Average Grant Date Fair Value Per Share
Awards expected to vest as of January 1, 2019
 
79,368

 
$
16.85

Granted (target amount)
 
59,586

 
16.21

Not expected to vest due to failure to meet performance goals
 
(30,918
)
 
15.85

Awards expected to vest as of December 31, 2019
 
108,036

 
16.78



Stock Grants
On the date of our 2019 Annual Meeting of Shareholders, each non-employee director received an annual grant of fully-vested shares of our common stock with a fair value of $50,000, except for the chairman whose grant had a fair value of $72,500. The 2019 grants included 3,243 fully-vested shares of common stock issued to seven of our non-employee directors; the chairman received 4,702 shares, for a total of 27,403 shares.

On August 23, 2019, pursuant to our purchase agreement with Cisco Brewers Inc., each non-employee Cisco advisory board member received a grant of fully-vested shares of our common stock with a fair value of $5,145. This grant included 500 fully-vested shares of common stock issued to two non-employee Cisco advisory board members for a total of 1,000 shares.