Annual report pursuant to Section 13 and 15(d)

Stockholders' Equity and Stock Based Compensation

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Stockholders' Equity and Stock Based Compensation
12 Months Ended
Dec. 31, 2019
Stockholders' Equity and Stock Based Compensation  
Stockholders' Equity and Stock Based Compensation

8.  Stockholders’ Equity and Stock-Based Compensation

 

At the annual stockholder’s meeting held on June 6, 2012, the Company’s stockholders approved the 2012 Stock-Based Compensation Plan (the “2012 Plan”). The 2012 Plan authorizes the grant of Stock Options, Stock Units, Stock Appreciation Rights, Restricted Stock, Deferred Stock, Stock Bonuses and other equity-based awards. The total number of shares of Common Stock initially available for award under the 2012 Plan was 600,000, which was increased to 1,000,000 shares by shareholder approval at the Company’s 2018 Annual Meeting in June 2018.  As of December 31, 2019, the number of shares of Common Stock available for future award grants to employees, officers and directors under the 2012 Plan is 513,647.

 

During the year ended December 31, 2019, the Company granted a total of 32,905 shares of Restricted Stock to officers, directors and employees. These shares of Restricted Stock vest immediately or over time in up to sixteen equal quarterly installments. During the year ended December 31, 2019,  16,530 shares of Restricted Stock were forfeited as a result of officers, directors and employees terminating employment with the Company.

 

During the year ended December 31, 2018, the Company granted a total of 123,000 shares of Restricted Stock to officers, directors and employees. These shares of Restricted Stock vest immediately or over time in up to twenty equal quarterly installments. During the year ended December 31, 2018, 7,176 shares of Restricted Stock were forfeited as a result of directors and employees terminating employment with the Company.

 

There was no options activity during the year ended December 31, 2019 and 2018 and there were no options outstanding or exercisable at December 31, 2019 and 2018, respectively, under the Company’s 2012 Plan.

 

Under the various plans, options that are cancelled can be reissued. At December 31, 2019,  no cancelled options were reserved for future reissuance.

 

A summary of nonvested shares of Restricted Stock awards outstanding under the Company’s 2012 Plan as of December 31, 2019, and 2018 and changes during the years ended December 31, 2019 and 2018 is as follows:

 

 

 

 

 

 

 

 

 

    

 

    

Weighted

 

 

 

 

 

Average Grant

 

 

 

 

 

Date

 

 

 

Shares

 

Fair Value

 

Nonvested shares at January 1, 2018

 

161,818

 

$

17.26

 

Granted in 2018

 

123,000

 

 

14.97

 

Vested in 2018

 

(180,898)

 

 

16.62

 

Forfeited in 2018

 

(7,176)

 

 

15.44

 

Nonvested shares at December 31, 2018

 

96,744

 

$

15.67

 

Granted in 2019

 

32,905

 

 

11.97

 

Vested in 2019

 

(49,197)

 

 

14.53

 

Forfeited in 2019

 

(16,530)

 

 

14.52

 

Nonvested shares at December 31, 2019

 

63,922

 

$

14.94

 

 

As of December 31, 2019, there was approximately $0.9 million of total unrecognized compensation cost related to nonvested share-based compensation arrangements. The unrecognized compensation cost is expected to be recognized over a weighted-average period of 2.2 years.

 

For the years ended December 31, 2019 and 2018, the Company recognized share-based compensation cost of approximately $0.8 million and $2.8 million, respectively. During the year ended December 31, 2018, $1.7 million of stock compensation expense related to the accelerated vesting of shares upon resignation of the Company’s former Chief Executive Officer, was included in separation expense in the accompanying Consolidated Statements of Earnings. All other share-based compensation is included in selling, general and administrative expenses. The Company does not capitalize any share-based compensation cost.