STOCK PLANS

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

In 2007, the Company adopted the 2007 Stock Incentive Plan. The 2007 Plan provided for the issuance of up to 315,000 shares of Company Common Stock, $1.00 par value per share. In 2015, the Company adopted an amendment to the 2007 Stock Incentive Plan which provided for the issuance of an additional 300,000 shares of Company Common Stock, $1.00 par value per share, for a total of 615,000 shares. In 2021, the Company adopted an amendment to the 2007 Stock Incentive Plan which provided for the issuance of an additional 500,000 shares of Company Common Stock, $1.00 par value per share, for a total of 1,115,000 shares. Shares issued under the 2007 Plan may consist in whole or in part of authorized but unissued shares or treasury shares. Total shares issuable under the plan are 384,955 at year-end 2022, and 129,950 and 93,578 shares were issued in 2022 and 2021, respectively.

A summary of changes in the Company’s nonvested shares for the year follows:


Nonvested shares	Shares	Weighted- Average Grant-Date Fair Value
Nonvested at January 1, 2022	314,310	$	30.58
Granted	129,950
Vested	(77,704)
Forfeited	(2,500)
Nonvested at December 31, 2022	364,056	$	31.88

As of December 31, 2022, there was $6.6 million of total unrecognized compensation cost related to nonvested shares granted under the Plan. The costs is expected to be recognized over the remaining term of the vesting period (approximately 5 years). The total fair value of shares vested during the years ended December 31, 2022, 2021 and 2020 was $2.5 million, $3.2 million, and $3.2 million.

Compensation cost in the amount of $2.4 million was recognized for the year ended December 31, 2022, $3.1 million was recognized for the year ended December 31, 2021 and $2.4 million for the year ended December 31, 2020. Shares of restricted stock granted to employees under this stock plan are subject to restrictions as to the vesting period. The restricted stock award becomes 100% vested on the earliest of 1) the vesting period provided the Grantee has not incurred a termination of employment prior to that date, 2) the Grantee’s retirement, or 3) the Grantee’s death. During this period, the holder is entitled to full voting rights and dividends. The dividends are held by the Company and only paid if and when the grants are vested. The 2007 Plan also contains a double trigger change-in-control provision pursuant to which unvested shares of stock granted through the plan will be accelerated upon a change in control if the executive is terminated without cause as a result of the transaction (as long as the shares granted remain part of the Company or are transferred into the shares of the new company).

In 2022, as part of the BBI acquisition, the Company assumed outstanding options previously granted by BBI under the BBI 2018 Stock Option Plan ("legacy BBI options"). In connection with the assumption of the legacy BBI

options, the Company reserved for issuance 310,427 shares of common stock to be issued upon exercise of such options. These options had a weighted average exercise price of $29.23 and were fully vested upon acquisition.