XML 28 R15.htm IDEA: XBRL DOCUMENT v3.23.1
Stock Based Compensation
 3 Months Ended
Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock Based Compensation Stock Based Compensation
Annually, the Compensation Committee of Piedmont's Board of Directors has granted deferred stock award units to certain employees at its discretion. Employee awards typically vest ratably over three or four years. In addition, Piedmont's independent directors receive an annual grant of deferred stock award units for services rendered and such awards vest over a one year service period.

Certain management employees' long-term equity incentive program is split between the deferred stock award units described above and a multi-year performance share program whereby actual awards are contingent upon Piedmont's total stockholder return ("TSR") performance relative to the TSR of a peer group of office REITs. The target incentives for these certain employees, as well as the peer group to be used for comparative purposes, are predetermined by the board of directors, advised by an outside compensation consultant. The number of shares earned, if any, are determined at the end of the multi-year performance period (or upon termination) and vest immediately. In the event that a participant's employment is terminated prior to the end of the multi-year period, in certain circumstances the participant may be entitled to a pro-rated award based on Piedmont's TSR relative performance as of the termination date. The grant date fair value of the multi-year performance share awards is estimated using the Monte Carlo valuation method and is recognized ratably over the performance period.
A rollforward of Piedmont's equity based award activity for the three months ended March 31, 2023 is as follows:

SharesWeighted-Average Grant Date Fair Value
Unvested and Potential Stock Awards as of December 31, 2022
729,424 $19.21 
Deferred Stock Awards Granted
865,334 $10.03 
Performance Stock Awards Granted424,922 $12.37 
Change in Estimated Potential Share Awards based on TSR Performance
30,977 $21.06 
Performance Stock Awards Vested
(90,064)$25.83 
Deferred Stock Awards Vested
(265,471)$15.34 
Deferred Stock Awards Forfeited
(138)$17.15 
Unvested and Potential Stock Awards as of March 31, 2023
1,694,984 $13.09 

The following table provides additional information regarding stock award activity during the three months ended March 31, 2023 and 2022, respectively (in thousands, except per share amounts):

Three Months Ended
March 31,
2023		March 31,
2022
Weighted-Average Grant Date Fair Value per share of Deferred Stock Granted During the Period
$10.03 $16.85 
Total Grant Date Fair Value of Deferred Stock Vested During the Period
$4,073 $3,319 
Share-based Liability Awards Paid During the Period (1)
$— $5,481 

(1)Reflects the value of stock earned pursuant to the 2019-21 Performance Share Plan during the three months ended March 31, 2022.
A detail of Piedmont’s outstanding stock awards and programs as of March 31, 2023 is as follows:

Date of grantType of Award
Net Shares
Granted (1)
Grant
Date Fair
Value		Vesting ScheduleUnvested Shares
May 3, 2019Deferred Stock Award30,958 
(2)
$21.04 
Of the shares granted, 20% vested or will vest on July 1, 2020, 2021, 2022, 2023 and 2024 respectively.
19,011 
February 17, 2021Deferred Stock Award212,936 $17.15 
Of the shares granted, 25% vested on the date of grant, and 25% vested or will vest on February 17, 2022, 2023, and 2024, respectively.
58,664 
February 18, 20212021-2023 Performance Share Program— $23.04 Shares awarded, if any, will vest immediately upon determination of award in 2024.96,754 
(3)
February 10, 2022Deferred Stock Award172,923 $16.85 
Of the shares granted, 25% vested on the date of grant, and 25% vested or will vest on February 10, 2023, 2024, and 2025, respectively.
114,868 
February 17, 20222022-2024 Performance Share Program— $17.77 Shares awarded, if any, will vest immediately upon determination of award in 2025.174,167 
(3)
May 11, 2022Deferred Stock Award-Board of Directors52,762 $13.61 
Of the shares granted, 100% will vest on the earlier of the 2023 Annual Meeting or May 11, 2023.
52,762 
February 13, 2023Deferred Stock Award398,906 $10.55 
Of the shares granted, 25% vested on the date of grant, and 25% vested or will vest on February 13, 2024, 2025, and 2026, respectively.
334,427 
February 23, 20232023-2025 Performance Share Program— $12.37 Shares awarded, if any, will vest immediately upon determination of award in 2026.424,922 
(3)
February 23, 2023Deferred Stock Award419,410 $9.47 
Of the shares granted, 25% will vest on February 23, 2024, 2025, 2026, and 2027 respectively.
419,410 
Total1,694,985 

(1)Amounts reflect the total original grant to employees and independent directors, net of shares surrendered upon vesting to satisfy required minimum tax withholding obligations through March 31, 2023.
(2)Includes a special, one-time deferred stock award to Piedmont's Chief Executive Officer effective on July 1, 2019, the date of his promotion to the position, which vests in ratable installments over a five year period beginning July 1, 2020.
(3)Estimated based on Piedmont's cumulative TSR for the respective performance period through March 31, 2023. Share estimates are subject to change in future periods based upon Piedmont's relative TSR performance compared to its peer group of office REITs.

During the three months ended March 31, 2023 and 2022, Piedmont recognized approximately $1.8 million and $2.8 million, respectively, of compensation expense related to stock awards, of which $1.8 million and $1.7 million, respectively, is related to the amortization of unvested and potential stock awards and fair value adjustment for liability awards. During the three months ended March 31, 2023, 203,395 shares (net of shares surrendered upon vesting to satisfy required minimum tax withholding obligations) were issued to employees and independent directors. As of March 31, 2023, approximately $17.7 million of unrecognized compensation cost related to unvested and potential stock awards remained, which Piedmont will record in its consolidated statements of operations over a weighted-average vesting period of approximately two years.