EMPLOYEE BENEFIT PLANS | NOTE 10: EMPLOYEE BENEFIT PLANS Supplemental Executive Retirement Plan (SERP) — The Company classifies the SERP assets as trading securities as described in Note 1. The fair value of these assets totaled $5,547,000 as of December 31, 2016 and $6,491,000 as of December 31, 2015. The SERP assets are reported in other assets on the consolidated balance sheets and changes related to the fair value of the assets are included in selling, general and administrative expenses in the consolidated statements of operations. Trading gains (losses) related to the SERP assets totaled $106,000 in 2016, $(84,000) in 2015 and $187,000 in 2014. The SERP liabilities are recorded on the balance sheet in pension liabilities with any change in the fair value of the SERP liabilities recorded as selling, general and administrative expenses in the consolidated statements of operations. In connection with death of an executive officer during 2016, the Company recorded tax free gains of approximately $751 thousand comprised of the following: $556 thousand generated by the insurance death proceeds under a Company-owned life insurance contract of approximately $1.9 million less cash surrender value of approximately $1.4 million, and $195 thousand as a result of insurance death benefits from a key-man life insurance policy. The net gain is reflected as part of selling, general and administrative expenses. Retirement Income Plan The Company’s projected benefit obligation exceeded the fair value of the plan assets for its Retirement Income Plan by $51,000 and thus the plan was under-funded as of December 31, 2016. The following table sets forth the funded status of the Retirement Income Plan and the amounts recognized in Marine Products’ consolidated balance sheets: December 31, 2016 2015 (in thousands) ACCUMULATED BENEFIT OBLIGATION, END OF YEAR $ 6,083 $ 5,703 CHANGE IN PROJECTED BENEFIT OBLIGATION: Benefit obligation at beginning of year $ 5,703 $ 6,355 Service cost — — Interest cost 274 259 Actuarial loss (gain) 342 (671 ) Benefits paid (236 ) (240 ) Projected benefit obligation at end of year $ 6,083 $ 5,703 CHANGE IN PLAN ASSETS: Fair value of plan assets at beginning of year $ 5,813 $ 6,014 Actual return on plan assets 275 (131 ) Employer contributions 180 170 Benefits paid (236 ) (240 ) Fair value of plan assets at end of year $ 6,032 $ 5,813 Funded status at end of year $ (51 ) $ 110 December 31, 2016 2015 (in thousands) AMOUNTS RECOGNIZED IN THE CONSOLIDATED BALANCE SHEETS CONSIST OF: Noncurrent assets $ — $ 110 Current liabilities — — Noncurrent liabilities (51 ) — $ (51 ) $ 110 The funded status of the Retirement Income Plan was recorded in the consolidated balance sheets in pension liabilities as of December 31, 2016 and in other assets as of December 31, 2015. December 31, 2016 2015 (in thousands) AMOUNTS (PRE-TAX) RECOGNIZED IN ACCUMULATED OTHER COMPREHENSIVE LOSS CONSIST OF: Net loss $ 3,335 $ 2,944 Prior service cost (credit) — — Net transition obligation (asset) — — $ 3,335 $ 2,944 The accumulated benefit obligation for the Retirement Income Plan as of December 31, 2016 and 2015 has been disclosed above. The Company uses a December 31 measurement date for this qualified plan. Amounts recorded in the consolidated balance sheet as pension liabilities consist of: December 31, 2016 2015 (in thousands) SERP liability $ (5,563 ) $ (6,590 ) Funded status of Retirement Income Plan (51 ) — Pension liabilities $ (5,614 ) $ (6,590 ) Marine Products’ funding policy is to contribute to the Retirement Income Plan the amount required, if any, under the Employee Retirement Income Security Act of 1974. Contributions to the plan totaled $180,000 during 2016 and $170,000 during 2015. The components of net periodic benefit cost of the Retirement Income Plan are summarized as follows: Years ended December 31, 2016 2015 2014 (in thousands) Service cost for benefits earned during the period $ — $ — $ — Interest cost on projected benefit obligation 274 259 261 Expected return on plan assets (406 ) (421 ) (411 ) Amortization of net loss 84 76 37 $ (48 ) $ (86 ) $ (113 ) The Company recognized a pre-tax decrease to the funded status in accumulated other comprehensive income of $390,000 in 2016 compared to a pre-tax increase of $195,000 in 2015 and a pre-tax decrease of $1,602,000 in 2014. There were no previously unrecognized prior service costs during 2016, 2015 and 2014. The pre-tax amounts recognized in other comprehensive income for the years ended December 31, 2016, 2015 and 2014 are summarized as follows: (in thousands) 2016 2015 2014 Net loss (gain) $ 474 $ (119 ) $ 1,639 Amortization of net loss (84 ) (76 ) (37 ) Net transition obligation (asset) — — — Amount recognized in accumulated other comprehensive income $ 390 $ (195 ) $ 1,602 The amounts in accumulated other comprehensive income expected to be recognized as components of net periodic benefit cost in 2017 are as follows: (in thousands) 2017 Amortization of net loss $ 91 Prior service cost (credit) — Net transition obligation (asset) — Estimated net periodic cost $ 91 The weighted average assumptions as of December 31 used to determine the projected benefit obligation and net benefit cost were as follows: December 31, 2016 2015 2014 PROJECTED BENEFIT OBLIGATION: Discount rate 4.50 % 4.75 % 4.25 % Rate of compensation increase N/A N/A N/A NET BENEFIT COST: Discount rate 4.75 % 4.25 % 5.35 % Expected return on plan assets 7.00 % 7.00 % 7.00 % Rate of compensation increase N/A N/A N/A The Company’s expected return on assets assumption is derived from a detailed periodic assessment by its management and investment advisor. It includes a review of anticipated future long-term performance of individual asset classes and consideration of the appropriate asset allocation strategy given the anticipated requirements of the plan to determine the average rate of earnings expected on the funds invested to provide for the pension plan benefits. While the assessment gives appropriate consideration to recent fund performance and historical returns, the rate of return assumption is derived primarily from a long-term, prospective view. Based on its recent assessment, the Company has concluded that its expected long-term return assumption of seven percent is reasonable. The plan’s weighted average asset allocation at December 31, 2016 and 2015 by asset category along with the target allocation for 2017 are as follows: Asset Category Target Percentage of Percentage of Cash and Cash Equivalents 0% - 5% 3.3 % 0.7 % Domestic Equity Securities 0% - 40% 25.5 27.6 International Equity Securities 0% - 40% 20.8 19.1 Fixed Income Securities 15% - 50% 25.3 25.8 Investments measured at net asset value 0% - 20% 25.1 26.8 Total 100.0% 100.0 % 100.0 % The Company’s overall investment strategy is to achieve a mix of approximately 70 percent of investments for long-term growth and 30 percent for near-term benefit payments, with a wide diversification of asset types, fund strategies and fund managers. Equity securities primarily include investments in large-cap and small-cap companies domiciled domestically and internationally. Fixed-income securities include corporate bonds, mortgage-backed securities, sovereign bonds, and U.S. Treasuries. Other types of investments include real estate funds and private equity funds that follow several different investment strategies. For each of the asset categories in the pension plan, the investment strategy is identical – maximize the long-term rate of return on plan assets with an acceptable level of risk in order to minimize the cost of providing pension benefits. The investment policy establishes a target allocation for each asset class which is rebalanced as required. The plan utilizes a number of investment approaches, including but not limited to individual market securities, equity and fixed income funds in which the underlying securities are marketable, and debt funds to achieve this target allocation. Company management expects to make a contribution to the pension plan of approximately $200,000 during fiscal year 2017. Some of our assets, primarily our private equity and real estate funds, do not have readily determinable market values given the specific investment structures involved and the nature of the underlying investments. For plan asset reporting as of December 31, 2016, publicly traded asset pricing was used where possible. For assets without readily determinable values, estimates were derived from investment manager statements combined with discussions focusing on underlying fundamentals and significant events. Additionally, these investments are valued based on the net asset value per share calculated by the funds in which the plan has invested and the valuation is based on significant non-observable inputs which do not have a readily determinable fair value. These assets have been excluded from the fair value hierarchy applied retrospectively based on the accounting guidance recently adopted. The valuations are subject to judgments and assumptions of the funds which may prove to be incorrect, resulting in risks of incorrect valuation of these investments. The Company seeks to mitigate these risks by evaluating the appropriateness of the funds’ judgments and assumptions by reviewing the financial data included in the funds’ financial statements for reasonableness. The following tables present our plan assets using the fair value hierarchy as of December 31, 2016 and 2015. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. See Note 8 for a brief description of the three levels under the fair value hierarchy. Fair Value Hierarchy as of December 31, 2016: Investments (in thousands) Total Level 1 Level 2 Cash and Cash Equivalents (1 ) $ 200 $ 200 $ — Fixed Income Securities (2 ) 1,529 — 1,529 Domestic Equity Securities (3 ) 1,539 775 764 International Equity Securities (4 ) 1,252 — 1,252 Total Assets in the Fair Value Hierarchy $ 4,520 $ 975 $ 3,545 Investments measured at Net Asset Value 1,512 Investments at Fair Value $ 6,032 Fair Value Hierarchy as of December 31, 2015: Investments (in thousands) Total Level 1 Level 2 Cash and Cash Equivalents (1 ) $ 39 $ 39 $ — Fixed Income Securities (2 ) 1,501 — 1,501 Domestic Equity Securities (3 ) 1,602 804 799 International Equity Securities (4 ) 1,111 — 1,111 Total Assets in the Fair Value Hierarchy $ 4,253 $ 843 $ 3,411 Investments measured at Net Asset Value 1,560 Investments at Fair Value $ 5,813 (1) Cash and cash equivalents, which are used to pay benefits and plan administrative expenses, are held in Rule 2a-7 money market funds. (2) Fixed income securities are primarily valued using a market approach with inputs that include broker quotes, benchmark yields, base spreads and reported trades. (3) Domestic equity securities are valued using a market approach based on the quoted market prices of identical instruments in their respective markets. (4) International equity securities are valued using a market approach based on the quoted market prices of identical instruments in their respective markets. The Company estimates that the future benefits payable for the Retirement Income Plan over the next ten years are as follows: (in thousands) 2017 $ 284 2018 292 2019 299 2020 293 2021 298 2022-2026 $ 1,596 401(k) Plan Stock Incentive Plan The Company recognizes compensation expense for the unvested portion of awards outstanding over the remainder of the service period. The compensation cost recorded for these awards will be based on their fair value at grant date less the cost of estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods to reflect actual forfeitures. Cash flows related to share-based awards to employees that result in tax benefits in excess of recognized cumulative compensation cost (excess tax benefits) are classified as financing cash flows. Pre-tax stock-based employee compensation expense was approximately $2,624,000 ($1,692,000 after tax) for 2016, $1,993,000 ($1,285,000 after tax) for 2015 and $1,754,000 ($1,131,000 after tax) for 2014. During 2016, the Company recorded accelerated compensation expense in selling, general and administrative expenses of approximately $660 thousand that related to restricted shares issued to an executive officer that vested immediately upon his death. Stock Options The Company estimates the fair value of stock options as of the date of grant using the Black-Scholes option pricing model. The Company has not granted stock options to employees since 2004. There were no options exercised in 2016 and there have been no stock options outstanding since December 31, 2013. There was no tax benefit associated with the exercise of non-qualified stock options during 2016, 2015 or 2014. Restricted Stock The agreements under which the restricted stock is issued provide that shares awarded may not be sold or otherwise transferred until restrictions established under the stock plans have lapsed. Upon termination of employment from the Company (other than due to death, disability or retirement on or after age 65), shares with restrictions are forfeited in accordance with the plan. The following is a summary of the changes in non-vested restricted shares for the year ended December 31, 2016: Shares Weighted Average Non-vested shares at January 1, 2016 1,254,200 $ 6.80 Granted 371,950 5.77 Vested (422,533 ) 6.52 Forfeited (2,717 ) 6.21 Non-vested shares at December 31, 2016 1,200,900 $ 6.58 The following is a summary of the changes in non-vested restricted shares for the year ended December 31, 2015: Shares Weighted Average Non-vested shares at January 1, 2015 1,251,400 $ 6.47 Granted 319,750 7.08 Vested (313,800 ) 5.77 Forfeited (3,150 ) 6.89 Non-vested shares at December 31, 2015 1,254,200 $ 6.80 The fair value of restricted stock awards is based on the market price of the Company’s stock on the date of grant and is amortized to compensation expense on a straight line basis over the requisite service period. The weighted average grant date fair value of these restricted stock awards was $5.77 in 2016, $7.08 in 2015 and $7.90 in 2014. The total fair value of shares vested was approximately $2,686,000 in 2016, $2,254,000 in 2015 and $2,295,000 during 2014. Tax benefits for compensation tax deductions in excess of compensation expense related to restricted shares credited to capital in excess of par value was approximately $160,000 in 2016, $256,000 in 2015 and $342,000 in 2014. The excess tax deductions are classified as financing cash flows in the accompanying consolidated statements of cash flows. Other Information |