Stock-Based Incentive Plan | Stock-Based Incentive Plan The Evolution Petroleum Corporation 2016 Equity Incentive Plan ("2016 Plan"), approved in the December 2016 annual meeting, authorized the issuance of 1,100,000 shares of common stock prior to its expiration on December 8, 2026. On December 9, 2020, an amendment to the 2016 Plan was approved by the Company’s stockholders which increased the number of shares available for issuance by 2,500,000 shares. Incentives under the 2016 Plan may be granted to employees, directors, and consultants of the Company in any one or a combination of the following forms: incentive stock options and non-statutory stock options, stock appreciation rights, restricted stock awards and restricted stock unit awards, performance share awards, performance cash awards, and other forms of incentives valued in whole or in part by reference to, or otherwise based on, the Company’s common stock, including its appreciation in value. There were 1,952,424 shares available for grant under the 2016 Plan as of December 31, 2021. Time-Vested Restricted Stock These awards contain service-based vesting conditions and expire after a maximum of four years from the date of grant if unvested. The common shares underlying these awards are issued on the date of grant and participate in dividends paid by the Company. These serviced-based awards vest with continuous employment by the Company, generally in annual installments over terms of three one Performance-Based Restricted Stock and Performance-Based Contingent Shares Presently under the Plan, the Company has only granted such awards having market-based vesting conditions based on the price of its common stock, the intrinsic value indexed solely to its common stock and the intrinsic value indexed to its common stock compared to the performance of the common stock of its peers. While the Plan also provides for awards whose vesting is based upon other performance conditions that relate to attaining Company-specific operating goals such as earnings, revenues, and other operational goals, no such awards have been granted under the Plan nor have any such awards previously granted by legacy plans been outstanding during the six-months ended December 31, 2021 and 2020. The common shares underlying our Performance-Based Restricted Stock awards are issued on the date of grant and participate in dividends paid by the Company and expire after a maximum of four years from the date of grant if unvested. Performance-Based Contingent Shares do not participate in dividends and shares are only issued upon the attainment of vesting conditions which generally have a lower probability of achievement and expire after a maximum of four years from the date of grant if unvested. Shares underlying Performance-Based Contingent Shares are reserved from the Plan. Vesting of grants with market-based vesting conditions is dependent on the future price of the Company’s common stock. Such awards vest if the trailing total returns on the Company’s common stock for a specified three-year period exceed the corresponding total returns of various quartiles of indices consisting of peer companies or, in some cases, vest when the average of the Company's closing common stock price over a defined measurement period meets or exceeds a required common stock price. As discussed below, a third party valuation firm estimates the grant date fair value of the the award as well as the expected vesting period. This value is amortized ratably over the expected vesting period, which may be less than the term of the grant. Previously recognized compensation expense is only reversed for the awards with market-based vesting conditions if the requisite service period is not rendered by the holder resulting in forfeiture of the award. During six months ended December 31, 2021, a total of 262,589 equity awards were granted related to Evolution’s fiscal year 2022 long-term incentive pay program that included 65,647 shares of Time-Vested Restricted Stock, which vests in three equal amounts on June 30, 2022, 2023 and 2024, 131,293 shares of Performance-Based Restricted Stock, and the Company granted 65,649 Performance-Based Contingent Share awards. In December 2021, 56,930 Time-Vested Restricted Stock were granted to the Company’s directors. During six months ended December 31, 2020, the Company granted 290,553 shares of Time-Vested Restricted Stock, primarily to employees under its long-term incentive pay program together with annual awards to directors. In addition, under this program, the Company issued 246,160 shares of Performance-Based Restricted Stock and granted 123,080 Performance-Based Contingent Share awards its employees. In addition to the foregoing, in connection with the retirement of the Company's former Chief Financial Officer, vesting was accelerated as to 50,524 aggregate shares of service- and market-based equity awards which, for accounting purposes, was treated as a cancellation and replacement of the same number of awards. As mentioned above for awards with market-based vesting conditions, the Company utilizes third-party independent assessments of grant date fair values and expected vesting periods that are determined using a Monte Carlo simulation based on the historical volatility of the Company's total return compared to the historical volatilities of the other peer companies in the index. During the six months ended December 31, 2021 and six months ended December 31, 2020, the assumptions used in the Monte Carlo simulation valuations were as follows: December 31, December 31, 2021 2020 Weighted average fair value of market-based awards granted $ 3.10 $ 3.08 Risk-free interest rate 0.53% to 0.60% 0.23 % Expected vesting term in years 2.64 to 2.79 2.56 Expected volatility 64.7% to 64.7% 56.9 % Dividend yield 4.8% to 6.3% 3.2 % Unvested restricted stock awards at December 31, 2021 consisted of the following: Number of Weighted Time-Vested Restricted Stock awards 271,636 $ 4.13 Performance-Based Restricted Stock awards 382,071 3.34 Unvested Shares of Restricted Stock at December 31, 2021 653,707 $ 3.67 The following table sets forth the restricted stock transactions for the six months ended December 31, 2021: Number of Weighted Unamortized Compensation Expense at December 31, 2021 Weighted Average Remaining Amortization Period (Years) Unvested at July 1, 2021 669,295 $ 3.37 Time-Vested Restricted Stock shares granted 122,577 4.99 Performance-Based Restricted Stock shares granted 131,293 3.31 Vested (170,884) 3.27 Forfeited and expired (98,574) 3.52 Unvested Shares of Restricted Stock at December 31, 2021 653,707 $ 3.67 $ 1,737,057 1.86 The following table sets forth the contingent share transactions for the six months ended December 31, 2021: Number of Weighted Unamortized Compensation Expense at December 31, 2021 Weighted Average Remaining Amortization Period (Years) Unvested at July 1, 2021 323,080 $ 2.84 Performance-Based Contingent Shares granted 65,649 2.67 Forfeited (26,402) $ 1.89 Unvested Performance-Based Contingent Shares at December 31, 2021 362,327 $ 2.88 $ 259,414 2.1 Stock-based Compensation Expense Expense related to all of the above equity awards for the three months ended December 31, 2021 and 2020 was $329,677 and $317,506 , respectively. Expense for the six months ended December 31, 2021 and 2020 was $527,503 and $617,857, respectively. |