Stock-Based Compensation | 14. The 2022 three Restricted Stock The following table summarizes the restricted stock activity under the Company’s equity incentive plans: Weighted Number Average of Fair Value Shares Per Share Nonvested at January 1, 2021 950,436 $ 3.04 Granted 916,531 $ 4.58 Vested (690,676) $ 3.43 Forfeited shares (234,232) $ 4.22 Nonvested at December 31, 2021 942,059 $ 3.97 Granted 1,603,434 $ 2.73 Vested (806,241) $ 2.90 Forfeited shares (382,480) $ 4.60 Nonvested at December 31, 2022 1,356,772 $ 2.96 Granted 1,031,853 $ 2.42 Vested (782,949) $ 2.83 Forfeited shares (390,886) $ 3.12 Nonvested at December 31, 2023 1,214,790 $ 2.53 In January 2023, certain officers and executives of the Company were awarded a total of 180,833 shares of restricted common stock with a vesting period of three years and a fair value of $3.00 per share. In March 2023, the Company formalized the performance measures related to the August 2022 and September 2022 grants of 328,909 performance units to two executives In May 2023, the Company granted an executive of the Company 4,000 shares of restricted common stock with a vesting period of three years and a fair value of $2.50 per share. In May 2023, the Company’s seven independent directors were awarded an aggregate of 238,637 shares of restricted common stock. The shares vested immediately on the date of the grant. The fair value on the date of grant of all shares awarded was $2.64 per share. In July 2023, the Company granted an executive of the Company 12,862 shares of restricted common stock with a vesting period of three years and a fair value of $3.11 per share. In October 2023, certain officers and executives of the Company were awarded a total of 152,000 shares of restricted common stock with a vesting period of three years and a fair value of $4.95 per share. In November 2023, the Company granted an executive of the Company 61,602 shares of restricted common stock with a vesting period of three years. In addition, the executive was awarded a total of 41,068 performance-based units. The performance-based units will potentially vest 100% if an objective, tiered return on invested capital, measured over a three-year performance period, is achieved. The Company evaluates the probability of achieving this each reporting period. The fair value of all grants awarded in November 2023 was $4.87 per share or unit. In January 2022, the Company granted an independent director 8,929 shares of restricted common stock, which vested immediately on the date of grant and had a fair value on the date of grant of $3.36 per share. In May 2022, independent directors as well as Mr. Austin J. Shanfelter, the Company’s Executive Chairman, Interim Chief Executive Officer and Interim Chief Financial Officer, were awarded an aggregate of 623,655 shares of restricted common stock. The total number included 193,548 shares, which were awarded to the six independent directors and vested immediately on the date of the grant, as well as 430,107 shares of time-vested restricted stock units awarded to Mr. Shanfelter. In September 2022, 179,211 of the time-vested restricted stock units cliff vested and were settled in stock as a result of Mr. Shanfelter fulfilling his term as Interim Chief Executive Officer. In March 2023, the remaining 250,896 time-vested restricted stock units cliff vested and were settled in stock as a result of Mr. Shanfelter fulfilling his term as Executive Chairman. The fair value on the date of the grant of all shares awarded in May 2022 was $2.79 per share. In August 2022, the Company granted an executive 446,097 shares of restricted common stock with a vesting period of three years. In addition, the Company granted the executive 241,636 performance-based units. The performance-based units will potentially vest 100% if an objective, tiered return on invested capital, measured over a three-year performance period, is achieved. The Company evaluates the probability of achieving this each reporting period. The fair value of all grants awarded in August 2022 was $2.69 per unit. In September 2022, the Company granted an executive 130,909 shares of restricted common stock with a vesting period of three years. In addition, the Company granted the executive 87,273 performance-based units. The performance-based units will potentially vest 100% if an objective, tiered return on invested capital, measured over a three-year performance period, is achieved. The Company evaluates the probability of achieving this each reporting period. The fair value of all grants awarded in September 2022 was $2.75 per unit. In November 2022, the Company granted an executive of the Company 64,935 shares of restricted common stock, which vested immediately on the date of grant. The fair value of all shares awarded on the date of grant was $2.31 per share. In May 2021, the Company’s six independent directors each received equity compensation grants of 14,975 shares, with a fair value of $6.01 per share. In September 2021, the Company granted an independent director 18,215 shares of restricted common stock, which vested immediately on the date of grant. The fair value of all shares awarded on the date of grant was $5.49. In May 2021, certain officers and executives of the Company were awarded 160,000 shares of restricted common stock with a vesting period of three years and a fair value of $6.01 per share. In September 2021, the Company granted an executive of the Company 9,901 shares of restricted common stock with a vesting period of three years and a fair value of $5.05 per share. In May 2021, the Company awarded certain executives 240,000 performance-based units. The performance-based units will potentially vest 100% if an objective, tiered return on invested capital, measured over a three-year performance period, is achieved. The Company evaluates the probability of achieving this each reporting period. The fair value of all units awarded on the date of the grant was $6.01 per unit. In December 2023, the Company determined the performance-based units awarded in May 2021 will in all likelihood not vest due to the objective, tiered return on invested capital, measured over a three-year performance period not being met. As a result, the Company made the determination that the remaining outstanding shares under the grant will be forfeited. In December 2021, certain officers and executives of the Company were awarded 139,000 shares of restricted common stock with a vesting period of three years and a fair value of $3.75 per share. In August 2021, the Company determined the performance-based units awarded in May 2020 vested near the outperformance level established above the target set based on the achievement of an objective, tiered return on invested capital, measured over a one-year performance period ending June 30, 2021. As a result, the executives earned an additional 259,565 performance-based units with a fair value of $2.26, of which 50% vested immediately on the date of determination and 25% each will vest on the first and second anniversary of the date of determination. Stock Options The following table summarizes the stock option activity under the Company’s equity incentive plans: Weighted Weighted Average Average Number Exercise Contractual Aggregate of Price Life Intrinsic Shares Per Share (Years) Value Outstanding at January 1, 2021 922,615 $ 7.10 Exercised (28,546) $ 3.86 Forfeited (169,365) $ 6.32 Outstanding at December 31, 2021 724,704 $ 7.41 Forfeited (421,375) $ 7.49 Outstanding at December 31, 2022 303,329 $ 7.29 Forfeited (70,465) $ 7.74 Outstanding at December 31, 2023 232,864 $ 7.15 Vested and expected to vest at December 31, 2023 232,864 $ 7.15 3.07 $ — Exercisable at December 31, 2023 232,864 $ 7.15 3.07 $ — For years ended December 31, 2023, 2022 and 2021, compensation expense related to stock based awards outstanding for the periods was $2.0 million, $2.8 million and $2.4 million, respectively. The Company applies a 3.2% and 5.5% forfeiture rate, which gets compounded over the vesting terms of the individual award, to its restricted stock and option grants, respectively, based on historical analysis. For the years ended December 31, 2023, 2022 and 2021, payments related to tax withholding for share-based compensation for certain officers of the Company were approximately $0.5 million, $0.4 million and $0.9 million, respectively. In the years ended December 31, 2023 and December 31, 2022, no stock options were exercised. In the year ended December 31, 2021, the Company received proceeds of approximately $0.1 million upon the exercise of 28,546 options. As of December 31, 2023, total unrecognized compensation expense related to unvested stock was approximately $3.2 million, which is expected to be recognized over a period of approximately 2.2 years. 2023 2022 2021 Total intrinsic value of options exercised $ — $ — $ 50 Total fair value of shares vested $ 2,407 $ — $ 93 |