2022, 62,022 shares were granted to participants of our Executive Stock Grant Program, thereby reducing the number of shares of common stock available for future awards under our LTSIP to 22,446. There are no stock options outstanding, and 2,102,681 shares are subject to outstanding restricted stock awards and performance unit awards. Subject to shareholder approval of the proposed amendment, the maximum number of shares that may be issued under the Plan is 4,700,000 shares.
Any shares subject to an award that terminates without the issuance of the shares, including awards that are settled in cash in lieu of shares, will be available again for issuance under the Plan. The number of shares available for issuance under the Plan will not, however, be increased by the number of shares that are (1) tendered by the participant or withheld by the Company in payment of the purchase price of an option, (2) tendered by the participant or withheld by the Company to satisfy any tax withholding obligation with respect to an award, (3) purchased by the Company with proceeds received from the exercise of an option, (4) subject to a stock appreciation right that is not issued in connection with the stock settlement of that right upon its exercise, (5) subject to the cancellation of a stock appreciation right granted in tandem with an option upon the exercise of the option, and (6) subject to the cancellation of an option granted in tandem with a stock appreciation right upon the exercise of that right.
Key Plan features:
The Plan provides that no more than 25% of Plan shares may be awarded to any one Plan participant.
The Plan prohibits the repricing of options or Stock Appreciation Rights (“SAR's”) or the purchase of underwater options or SAR's.
The Plan requires a minimum vesting period of at least twelve months for all Awards granted under the Plan.
Awards under the Plan are subject to mandatory repayment by a participant to the extent that participant is or becomes subject to any Company clawback or recoupment policy or any law or regulation that imposes mandatory recoupment.
As of February 23, 2022, there were approximately 2,300 employees of the Company and its subsidiaries eligible to participate in the LTSIP. Those employees who are determined to be key employees are eligible to receive grants of awards pursuant to the Plan, as determined by the Committee.
Awards may be subject to forfeiture by participants to the extent a participant violates or breaches any agreement between the participant and the Company or any Company policy or procedure, including our Code of Business Conduct and Ethics. Awards may be subject to forfeiture if a participant is terminated for cause.
Purpose. The purpose of the LTSIP is to promote the long-term success of our Company for the benefit of our shareholders through stock-based compensation, by aligning the personal interests of our key employees with those of our shareholders. The LTSIP is designed to allow key employees to participate in our Company's future, as well as to enable our Company to attract, retain, and reward such employees.
Termination of Employment or Service with the Company. Each award agreement specifies the terms relating to the exercise, vesting, settlement, cancellation, or forfeiture,