Note 17 - Share-based Compensation Plan

12 Months Ended

Dec. 31, 2024

Notes to Financial Statements

Share-Based Payment Arrangement [Text Block]

NOTE 17 Share-Based Compensation Plan

On May 6, 2019, the Company’s stockholders approved the Alerus Financial Corporation 2019 Equity Incentive Plan (the “2019 Equity Incentive Plan”). This plan allows the Compensation Committee of the Board (the “Compensation Committee”) the ability to grant a wide variety of equity awards, including stock options, stock appreciation rights, stock awards, and cash incentive awards in such forms and amounts as it deems appropriate to accomplish the goals of the plan. Since inception, all awards issued under the plan have been restricted stock and restricted stock units. Any shares subject to an award that is cancelled, forfeited, or expires prior to exercise or realization, either in full or in part, shall again become available for issuance under the plan. However, shares subject to an award shall not again be made available for issuance or delivery under the plan if such shares are (a) tendered in payment of the exercise price of a stock option, (b) delivered to, or withheld by, the Company to satisfy any tax withholding obligation, or (c) covered by a stock-settled stock appreciation right or other awards that were not issued upon the settlement of the award. Restricted stock units issued do not participate in dividends and recipients are not entitled to vote these restricted stock units until shares of the Company’s common stock are delivered after vesting of the restricted stock units. Shares vest, become exercisable and contain such other terms and conditions as determined by the Compensation Committee and set forth in individual agreements with the participant receiving the award. Awards issued to Company directors vest on the earlier of the first anniversary of the grant date and the next annual meeting of stockholders. The plan authorizes the issuance of up to 1,100,000 shares of common stock. As of  December 31, 2024, 667,372 shares of common stock are still available for issue under the plan.

The compensation expense relating to awards under these plans was $1.7 million in 2024, $1.6 million in 2023, and $1.9 million in 2022. The number of unvested shares outstanding was 145,802 and 120,497 as of December 31, 2024 and 2023, respectively. The number of unvested units outstanding was 143,747 and 111,160 as of December 31, 2024 and 2023, respectively.

The following table presents the activity in the stock plans for the years ended December 31, 2024, and 2023 was as follows:

	Year ended December 31,
	2024					2023
				Weighted-					Weighted-
				Average Grant					Average Grant
	Awards			Date Fair Value		Awards			Date Fair Value
Restricted Stock and Restricted Stock Unit Awards
Outstanding at beginning of period		231,657		$	22.96		238,486		$	23.65
Granted		127,463			21.11		117,706			19.95
Vested		(64,740	)		23.89		(98,138	)		21.44
Forfeited or cancelled		(4,831	)		22.59		(26,397	)		21.33
Outstanding at end of period		289,549		$	22.00		231,657		$	22.96

As of December 31, 2024 and 2023, there was $2.9 million and $2.7 million, respectively, of unrecognized compensation expense related to non-vested awards granted under the plans. The expense is expected to be recognized over a weighted-average period of 2.2 and 2.3 years, as of December 31, 2024 and 2023, respectively.