We have granted restricted stock awards under two stock incentive plans: the 2020 Long-Term Incentive Plan and the 2014 Nonemployee Director Stock Incentive Plan. Awards under the following three compensation programs have been granted pursuant to both plans: (1) the Performance Share Award Program ("PSAP"); (2) the Restricted Share Award Program ("RSAP") and (3) the Restricted Share Award Program for Nonemployee Directors (the "Program").

We issue shares from either treasury stock or authorized common shares for these compensation programs. In 2022, we issued 212,047 shares out of treasury stock and 244,838 shares out of authorized common shares. We do not use cash to settle equity instruments issued under stock-based compensation awards.

Under the 2020 Long-Term Incentive Plan (the "Plan"), (a) awards may be granted under the Plan until May 20, 2025, and (b) the number of common shares that may be granted to eligible employees is a maximum of 13,000,000 common shares. At December 31, 2022, approximately 633,195 shares remained available for the grant of new awards under the Plan. Specifically, we issue long-term equity incentive awards under the Plan, consisting of the PSAP and RSAP. We believe that widespread common share ownership by key employees is an important means of encouraging superior performance and employee retention by providing additional incentives for executives to further our growth, development and financial success over a longer time horizon by personally benefiting through the ownership of our common shares and/or rights.

The PSAP allows us to compensate our executive and senior management teams as we meet or exceed our business objectives. The PSAP shares are unvested and may not be sold, assigned, pledged, hedged, margined or otherwise transferred by an award recipient until such time as, and then only to the extent that, the restricted performance shares have vested. In the event of a change in control (as defined in the Plan) prior to the last day of the Performance Period, as defined, all of the award recipient's restricted performance shares will vest as of the effective date of such change in control. Subject to continued employment with us, or upon death or disability, PSAP shares vest if we meet or exceed our business objectives.

The Company recorded $3.9 million, $7.3 million and $6.8 million of additional non-cash stock compensation expense in the years ended December 31, 2022, 2021 and 2020, respectively, associated with the 2022, 2021 and 2020 PSAP awards for certain members of our executive management team who became retirement eligible during those years. The additional stock compensation expense has been recorded in accordance with FASB ASC Topic 718, "Compensation - Stock Compensation", which states that the period over which stock compensation expense is recognized should not extend beyond the eligible retirement age as defined in each executive's PSAP award agreement. The PSAP awards continue to remain unvested until the end of the performance period, and it can be determined whether the performance criteria have been achieved. The executive will not forfeit the right to vest in the awarded shares if they voluntarily retire from the Company after attaining the retirement age as defined in each agreement. These amounts are reflected in the totals below.

On February 11, 2020, certain members of our executive and senior management teams were awarded rights to receive PSAP awards if our calculated ROIC, as defined in the PSAP, achieved certain performance criteria as compared to the Bloomberg Peer Group, as defined in the Performance Share Award Restricted Share Agreement, at the end of the performance period, which ended on the last trading day of 2022. The Compensation Committee had added a modifier for shares awarded above the target level based upon absolute total shareholder return (“TSR”), measured over the same 3-year performance period. The

3-year measurement period began on January 1, 2020 and ended on December 31, 2022. An aggregate of up to 473,259 common shares could be earned based on the two criteria. This arrangement was recorded as an equity award that required us to recognize compensation expense estimated at $14.1 million over the shorter of the 3-year performance period or requisite service period, as determined for each participant individually, of which $3.7 million and $9.5 million was recognized in 2021 and 2020, respectively. In the second quarter of 2022, the stock compensation associated with these awards was aligned to expected vesting level of the performance share awards, which resulted in an adjustment of $(3.3) million to reverse previously recognized compensation expense. Additionally, an adjustment of $(1.9) million, further reducing stock compensation expense, was recorded in 2022, to revalue the awards to their fair value, upon final determination of the performance criteria in December 2022. A total of 318,506 shares vested at end of the performance period in 2022. As a result of these adjustments associated with the vesting of the 2020 PSAP awards, stock compensation expense in the Company’s general and administrative expenses was reduced by $5.2 million in 2022. The participants surrendered 67,168 common shares to settle any personal tax liabilities which may result from the award, as permitted by the agreement. We recorded these surrendered shares as treasury stock with an aggregate cost of $1.4 million at $20.27 per share.

On February 11, 2021, certain members of our executive and senior management teams were awarded rights to receive an aggregate of up to 268,298 common shares if our calculated ROIC, as defined in the PSAP, achieves certain performance criteria as compared to the Bloomberg Peer Group, as defined in the Performance Share Award Restricted Share Agreement, at the end of the performance period, which ends on the last trading day of 2023 and shares awarded above the target level, are also subject to certain TSR performance criteria, as defined in the PSAP. This arrangement is recorded as an equity award that requires us to recognize compensation expense estimated at $9.4 million over the shorter of the 3-year performance period or requisite service period, as determined for each participant individually, of which $1.1 million and $6.6 million has been recognized in 2022 and 2021, respectively. The unrecognized compensation expense is expected to be recognized over an estimated amortization period of 12 months.

On February 17, 2022, certain members of our executive and senior management teams were awarded rights to receive an aggregate of up to 362,254 common shares if our calculated ROIC, as defined in the PSAP, achieves certain performance criteria as compared to the Bloomberg Peer Group, as defined in the Performance Share Award Restricted Share Agreement, at the end of the performance period, which ends on the last trading day of 2024 and shares awarded above the target level, are also subject to certain TSR performance criteria, as defined in the PSAP. This arrangement is recorded as an equity award that requires us to recognize compensation expense estimated at $9.3 million over the shorter of the 3-year performance period or requisite service period, as determined for each participant individually, of which $6.4 million has been recognized in 2022. The unrecognized compensation expense is expected to be recognized over an estimated amortization period of 24 months.

In 2004, the Compensation Committee of our Board of Supervisory Directors approved the RSAP to attract and retain key employees, and to better align employee interests with those of our shareholders. Under this arrangement we awarded grants totaling 25,500 shares, 83,866 shares and 321,084 shares in 2022, 2021 and 2020, respectively. Each of these grants has a vesting period of principally either five or six years, and vests ratably on an annual basis. There are no performance accelerators for early vesting for these awards. Awards under the RSAP are classified as equity awards and recorded at the grant-date fair value with the compensation expense recognized over the expected life of the award. As of December 31, 2022, there was $9.5 million of unrecognized total stock-based compensation expense relating to non-vested RSAP awards. The unrecognized compensation expense is expected to be recognized over an estimated weighted-average amortization period of 35 months. The grant-date fair value of shares granted was $0.5 million, $2.8 million and $4.8 million in 2022, 2021 and 2020, respectively. We recognized compensation expense of $4.5 million, $6.1 million and $6.4 million in 2022, 2021 and 2020, respectively. The total grant-date fair value, which is the intrinsic value, of the shares vested was $5.3 million, $6.5 million and $7.7 million in 2022, 2021 and 2020, respectively.

Under the 2014 Nonemployee Director Stock Incentive Plan (the "Director Plan") awards may be granted until May 12, 2024. The Director Plan provides common shares for grant to our eligible Supervisory Directors. The maximum number of shares available for award under this plan is 1,400,000 common shares. As of December 31, 2022, approximately 525,215 shares remained available for issuance under the Director Plan. Only non-employee Supervisory Directors are eligible for these equity-based awards under the Director Plan.

In 2011, the Compensation Committee of our Board of Supervisory Directors approved the Program to compensate our non-employee Supervisory Directors. Under this arrangement we awarded grants totaling 32,910 shares, 25,842 shares, 87,042 shares in 2022, 2021 and 2020, respectively. The shares awarded in 2022, 2021 and 2020 have a vesting period of one year for each grant. There are no performance accelerators for early vesting for these awards. Awards under the Program are classified

as equity awards and recorded at the grant-date fair value with compensation expense recognized over the expected life of the award. As of December 31, 2022, there was $0.3 million of unrecognized stock-based compensation relating to non-vested Program awards. The unrecognized compensation expense is expected to be recognized over an estimated weighted-average amortization period of 3 months. The grant-date fair value of shares granted was $1.0 million, $0.8 million and $1.1 million in 2022, 2021 and 2020, respectively, and we have recognized compensation expense of $1.0 million, $1.1 million and $0.8 million in 2022, 2021 and 2020, respectively.

Information about our equity compensation plans as of December 31, 2022 is as follows:


	December 31, 2022
	Number of Common Shares to be Issued Upon Exercise of Outstanding Options, Warrants and Rights		Weighted Average Exercise Price of Outstanding Options, Warrants and Rights		Number of Common Shares Remaining Available for Future Issuance Under Equity Compensation Plans
Equity compensation plans approved by our shareholders:
2020 Long-Term Incentive Plan		981,445		—		633,195
2014 Nonemployee Director Stock Incentive Plan		32,910		—		525,215
Total		1,014,355				1,158,410

Non-vested restricted share awards outstanding as of December 31, 2022 and changes during the year under both the Plan and the Director Plan are as follows:


	December 31, 2022
	Number of Shares			Weighted Average Grant Date Fair Value per Share
Non-vested at December 31, 2021		1,035,671		$	34.30
Granted		491,630		$	26.42
Vested		(456,884	)	$	35.11
Forfeited		(56,062	)	$	31.03
Non-vested at December 31, 2022		1,014,355		$	30.29

Stock-based compensation expense under both the Plan and the Director Plan recognized in the consolidated statement of operations is as follows (in thousands):


	For the Years Ended December 31,
	2022		2021		2020
Cost of services and product sales	$	4,572	$	5,704	$	5,170
General and administrative expense		3,184		13,389		2,224
Total stock-based compensation expense	$	7,756	$	19,093	$	7,394