The Company's Amended and Restated 2008 Incentive Compensation Plan (the “2008 Incentive Plan”) provides for grants of stock options, stock appreciation rights, restricted stock, deferred stock, and other stock-related awards and performance awards that may be settled in cash, stock or other property.

Under the 2008 Incentive Plan, options to purchase shares of common stock may be granted at a price not less than the fair market value of the shares on the date of grant. The options must be exercised within 10 years from the date of grant and generally become exercisable on a pro rata basis over a three-year period from the date of grant. The Company issues new shares of its common stock upon exercise of its stock options. Restricted stock awards generally vest over periods of three years upon the fulfillment of specified service-based conditions and in certain instances performance-based conditions. Deferred stock awards generally vest upon the satisfaction of specified market-based or performance-based conditions and service-based conditions. The fair value of restricted stock is determined and fixed based on the Company's stock price on the date of grant. The fair value of deferred stock awards

are estimated using a Monte-Carlo option model. The Company recognizes compensation expense related to its restricted stock and deferred stock awards ratably over the corresponding vesting periods. During the year ended December 31, 2025, the Company granted 1.1 million shares of restricted stock and 1.0 million of market-based deferred stock awards to its employees and non-employee directors under the 2008 Incentive Plan. At December 31, 2025, the Company had 1.4 million shares available for future grants and awards under the 2008 Incentive Plan.

Under the Company’s Amended and Restated 1996 Non-Qualified Employee Stock Purchase Plan, as amended (the “ESPP”) employees are permitted to purchase the Company's common stock at 85% of market value on January 1st, April 1st, July 1st and October 1st of each year. Under the Company’s 2015 Non-Qualified Stock Purchase Plan (the “SPP”), certain eligible non-employee service providers are permitted to purchase the Company’s common stock at 90% of market value on January 1st, April 1st, July 1st and October 1st of each year.

The Company recognizes stock-based compensation expense for the discount received by participating employees and non-employee service providers. During the year ended December 31, 2025, approximately 0.3 million shares were issued under the ESPP. At December 31, 2025, the Company had approximately 1.3 million shares reserved for issuance under the ESPP. At December 31, 2025, the Company had approximately 61,000 shares reserved for issuance under the SPP. No shares have been issued under the SPP since October 2020.

The Company recognized $11.7 million, $9.9 million and $12.3 million of stock-based compensation expense related to the 2008 Incentive Plan and the ESPP during the years ended December 31, 2025, 2024 and 2023, respectively. In addition, during the years ended December 31, 2025 and 2024, the Company recognized an additional $6.3 million and $2.0 million, respectively, of stock-based compensation related restructuring expense, which is included in transformational and restructuring related expenses in the Consolidated Statements of Income and Comprehensive Income. The total unrecognized stock-based compensation cost related to our stock incentive plan as of December 31, 2025 was $18.0 million and is expected to be recognized over a weighted-average period of 1.8 years.

The activity related to the Company's restricted stock and market-based deferred stock awards and the corresponding weighted average grant-date fair values for the year ended December 31, 2025 are as follows:


	Restricted Stock					Market-Based Deferred Stock
	Number of Shares			Weighted Average Fair Value		Number of Shares		Weighted Average Fair Value
Non-vested shares at January 1, 2025		1,696,265		$	10.53		—	$	—
Awarded		1,111,599			13.94		999,757		7.73
Forfeited		(32,465	)		12.23		—		—
Vested		(841,425	)		11.51		—		—
Non-vested shares at December 31, 2025		1,933,974		$	12.03		999,757	$	7.73

The weighted average grant-date fair value of restricted stock awards that were granted during the years ended December 31, 2025, 2024 and 2023 was $13.94, $7.57 and $15.25, respectively.

The aggregate fair value of the restricted stock that vested during the years ended December 31, 2025, 2024 and 2023 was $9.7 million, $17.1 million and $9.6 million, respectively.