Stockholders' Equity | Note 12. Stockholders’ Equity Common Stock As of June 30, 2022, the Company had 33,470,710 shares of common stock outstanding. The Company began paying quarterly cash dividends on common stock in December 2013. As of June 30, 2022, the Company has cumulatively paid over $86.3 million in cash dividends. The Company paid dividends of $11.8 million and $4.3 million to its common stockholders during the years ended June 30, 2022 and 2021, respectively. The following table reflects the dividends paid within the respective quarterly periods: Fiscal Year 2022 2021 Fourth quarter ended June 30, $ 0.100 $ 0.050 Third quarter ended March 31, 0.100 0.030 Second quarter ended December 31, 0.075 0.025 First quarter ended September 30, 0.075 0.025 On September 12, 2022, Evolution’s Board of Directors approved and declared a quarterly dividend of $0.12 per common share payable September 30, 2022. This represents a 20% increase over the $0.10 per common share dividend paid in the fourth quarter of fiscal year 2022. Also, on September 8, 2022, the Board of Directors authorized a share repurchase program, under which the Company is approved to repurchase up to “Subsequent Events,” In May 2015, the Board of Directors approved a share repurchase program covering up to $5.0 million of the Company’s common stock. Since inception of the program through June 30, 2020, the Company spent $4.0 million to repurchase 706,858 common shares at an average price of $5.72 per share. This program has since concluded and there were no shares purchased under this program during the years ended June 30, 2022 and 2021. Under the program’s terms, shares were repurchased only on the open market and in accordance with the requirements of the SEC. Such shares were initially recorded as treasury stock, then subsequently cancelled. During the years ended June 30, 2022 and 2021, the Company also acquired treasury stock from holders of newly vested stock-based awards to fund the recipients’ payroll tax withholding obligations. The treasury shares were subsequently cancelled. Such shares were valued at fair market value on the date of vesting. The following table shows all treasury stock purchases in the last two fiscal years (in thousands, except per share amounts): Years Ended June 30, 2022 June 30, 2021 Number of treasury shares acquired 7 3 Average cost per share $ 5.09 $ 2.79 Total cost of treasury shares acquired $ 38 $ 7 Expected Tax Treatment of Dividends For the fiscal year ended June 30, 2021, all common stock dividends for that fiscal year were treated for tax purposes as qualified dividend income to the recipients. Based on its current projections for the fiscal year ended June 30, 2022, the Company expects all common stock dividends for such period to be treated as qualified dividend income to the recipients. Stock-Based Incentive Plan The Evolution Petroleum Corporation 2016 Equity Incentive Plan (“2016 Plan”), approved at the December 2016 annual meeting of stockholders, authorizes the issuance of 1.1 million shares of common stock prior to its expiration on December 8, 2026. 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. On December 9, 2020, an amendment to the 2016 Plan was approved by its stockholders which increased the number of shares available for issuance by 2.5 million shares to a maximum of 3.6 million shares. As of June 30, 2022 and 2021, approximately 1.8 million shares and 2.2 million shares, respectively, remained available for grant under the 2016 Plan. The Company estimates the fair value of stock-based compensation awards on the grant date to provide the basis for future compensation expense. For the years ended June 30, 2022, and 2021, the Company recognized $0.1 million and $1.3 million, respectively, related to stock-based compensation expense recorded as a component of “ General and administrative expenses million to stock-based compensation expense for the forfeiture of unvested shares in connection with severance. Time-Vested Restricted Stock Awards Time-vested restricted stock awards contain service-based vesting conditions and expire after a maximum of four years three four years Performance-Based Restricted Stock Awards and Performance-Based Contingent Stock Units Performance-based restricted stock awards and performance-based contingent stock units contain market-based vesting conditions based on the price of the Company’s 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. The common shares underlying the Company’s 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 four years Vesting of grants with performance-based vesting conditions is dependent on the future price of the Company’s common stock. Such awards vest in part or in full 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. During the year ended June 30, 2022, the Company granted a total of 0.4 million equity awards that included 0.2 million shares of time-vested restricted stock primarily to employees under its long-term incentive pay program together with annual awards to its directors, 0.1 million shares of performance-based restricted stock and 0.1 million performance-based contingent shares unit awards. During the year ended June 30, 2021, the Company granted a total of 0.7 million equity awards that included 0.3 million time-vested restricted stock primarily to employees under its long term incentive program together with annual awards to its directors, 0.3 million performance-based restricted stock awards, and 0.1 million performance-based contingent share unit awards. In addition to the foregoing, in connection with the retirement of the Company’s former Chief Financial Officer, vesting was accelerated as to approximately 0.1 million aggregate shares of service- and performance-based equity awards (with a weighted average fair value of $5.15 per share) which, for accounting purposes, was treated as a cancellation and replacement of the same number of awards which had a fair value of $2.79 per share. For performance-based awards granted during the years ended June 30, 2022 and 2021, the assumptions used in the Monte Carlo simulation valuations were as follows: Years Ended June 30, 2022 2021 Weighted average fair value of performance-based awards granted $ 3.10 $ 3.08 Risk-free interest rate 0.53% to 0.60% 0.23 % Expected term in years 2.64 to 2.79 2.56 Expected volatility 64.7 % 56.9 % Dividend yield 4.8% to 6.3% 3.2 % Unvested restricted stock awards as of June 30, 2022 consisted of the following: Weighted Number of Average Restricted Grant-Date Award Type Shares Fair Value Time-vested awards 241,089 $ 5.10 Performance-based awards 100,122 3.19 Unvested at June 30, 2022 341,211 $ 4.54 The following table sets forth the restricted stock transactions for the years ended June 30, 2022 and 2021: Weighted Weighted Unamortized Average Number of Average Compensation Remaining Aggregate Intrinsic Restricted Grant-Date Expense Amortization Value (1) Shares Fair Value (In thousands) Period (Years) (In thousands) Unvested at June 30, 2020 285,028 $ 5.53 Time-vested shares granted 365,479 2.97 Performance-based shares granted 246,160 3.07 Vested (176,848) 5.09 Forfeited (50,524) 5.15 Unvested at June 30, 2021 669,295 3.37 $ 1,531 1.9 $ 3,320 Service-based shares granted 205,077 5.88 Performance-based shares granted 131,293 3.31 Vested (291,227) 3.77 Forfeited (373,227) 3.35 Unvested at June 30, 2022 341,211 $ 4.54 $ 1,092 2.1 $ 1,863 (1) The intrinsic value of restricted stock was calculated as the closing market price on June 30, 2022 and 2021 of the underlying stock multiplied by the number of restricted shares that would be issuable. The total fair value of shares vested was $1.5 million and $0.6 million for the years ended June 30, 2022 and 2021, respectively. Unvested contingent restricted stock units table below consists solely of performance-based awards for the year ended June 30, 2022 and 2021: Weighted Unamortized Average Number of Weighted Average Compensation Remaining Aggregate Intrinsic Restricted Grant-Date Expense Amortization Value (1) Stock Units Fair Value (In thousands) Period (Years) (In thousands) Unvested at June 30, 2020 200,000 $ 3.50 Performance-based awards granted 123,080 1.76 Unvested at June 30, 2021 323,080 2.84 $ 169 2.0 $ 1,602 Performance-based awards granted 65,649 2.67 Vested — — Forfeited (338,667) 2.90 Expired — — Unvested at June 30, 2022 50,062 $ 2.21 $ 68 1.7 $ 273 (1) The intrinsic value of contingent restricted stock units was calculated as the closing market price on June 30, 2022 and 2021 of the underlying stock multiplied by the number of restricted shares that would be issuable. |