On May 21, 2019, the shareholders approved the 2019 CARBO Ceramics Inc. Omnibus Incentive Plan (the “2019 Omnibus Incentive Plan”). The 2019 Omnibus Incentive Plan replaces the Amended and Restated 2014 CARBO Ceramics Inc. Omnibus Incentive Plan (“A&R 2014 Plan”). Under the 2019 Omnibus Incentive Plan, the Company may grant cash-based awards, stock options (both non-qualified and incentive) and other equity-based awards (including stock appreciation rights, phantom stock, restricted stock, restricted stock units, performance shares, deferred share units or share-denominated performance units) to employees and non-employee directors. The amount paid under the 2019 Omnibus Incentive Plan to any single participant in any calendar year with respect to any cash-based award shall not exceed $5,000. Awards may be granted with respect to a number of shares of the Company’s Common Stock that in the aggregate does not exceed 2,500,000 shares prior to the fifth anniversary of the effective date of the 2019 Omnibus Incentive Plan, plus (i) the number of shares that are forfeited, cancelled or returned and (ii) the number of shares subject to awards that are withheld by the Company or tendered by the participant to the Company to satisfy exercise price or tax withholding obligations in connection with awards other than options or stock appreciation rights. No more than 100,000 shares may be granted to any single participant in any calendar year. Equity-based awards may be subject to performance-based and/or service-based conditions. With respect to stock options and stock appreciation rights granted, the exercise price shall not be less than the market value of the underlying Common Stock on the date of grant. The maximum term of an option is ten years. Restricted stock awards granted generally vest (i.e., transfer and forfeiture restrictions on these shares are lifted) proportionately on each of the first three anniversaries of the grant date, but subject to certain limitations, awards may specify other vesting periods. As of December 31, 2019, 2,455,000 shares were available for issuance under the 2019 Omnibus Incentive Plan. Although the Company’s A&R 2014 Plan has been cancelled, unvested shares granted under that plan remain outstanding in accordance with its terms.

A summary of restricted stock activity and related information for the year ended December 31, 2019 is presented below:

				Weighted-
				Average
				Grant-Date
				Fair Value
	Shares			Per Share
Nonvested at January 1, 2019		541,560		$	12.14
Granted		468,984		$	4.55
Vested		(246,675	)	$	12.74
Forfeited		(47,515	)	$	8.64
Nonvested at December 31, 2019		716,354		$	7.20

As of December 31, 2019, there was $2,729 of total unrecognized compensation cost related to restricted shares granted under the now-cancelled A&R 2014 Plan. That cost is expected to be recognized over a weighted-average period of 1.6 years. The total fair value of shares vested during the year ended December 31, 2019 was $1,011. For restricted stock awards granted to certain executives of the Company, there is a holding period requirement of two years after the vesting date. For the portion of such awards that are not expected to be withheld to satisfy tax withholdings, the grant date fair value for the January 2019 awards was discounted for the restriction of liquidity by 20.6%, which was calculated using the Finnerty model.

The Company made market-based cash awards to certain executives of the Company pursuant to the now-cancelled A&R 2014 Plan. As of December 31, 2019, the Company’s outstanding market-based cash awards to certain executives of the Company had a total Target Award of $3,896. We paid $439 in January 2020 relating to the 2017 grant, which was approximately 50% of the target award. The Company believes that, other than the amount that was paid in January 2020, no additional outstanding market-based cash awards will be paid out in the future, therefore, as of December 31, 2019, we had not accrued any amounts in excess of the January 2020 payment. The amount of awards that will ultimately vest can range from 0% to 200% based on the Company’s Relative Total Shareholder Return calculated over a three year period beginning January 1 of the year each grant was made. During the year ended December 31, 2019, a total of $708 was paid relating to the 2016 grant, which was approximately 61% of the target award. During the year ended December 31, 2018, a total of $526 was paid relating to the 2015 grant, which was approximately 76% of the target award.

The Company also granted phantom stock and cash-settled restricted stock units (collectively discussed as “phantom stock”) to certain key employees pursuant to the now-cancelled A&R 2014 Plan. The units subject to a phantom stock award vest and cease to be forfeitable in equal annual installments over a three-year period. Participants awarded units of phantom stock are entitled to a lump sum cash payment equal to the fair market value of a share of Common Stock on the vesting date. In no event will Common Stock of the Company be issued with regard to outstanding phantom stock awards. As of December 31, 2019, there were 319,892 units of phantom stock granted under the now-cancelled A&R 2014 Plan, of which 115,020 have vested and 27,862 have been forfeited. As of December 31, 2019, nonvested units of phantom stock under the now-cancelled A&R 2014 Plan have a total value of $42, a portion of which is accrued as a liability within Accrued Payroll and Benefits.