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Employee Benefit Plans
12 Months Ended
Dec. 31, 2022
Postemployment Benefits [Abstract]  
Employee Benefit Plans

NOTE 8. — EMPLOYEE BENEFIT PLANS

The Getty Realty Corp. 2004 Omnibus Incentive Compensation Plan (the “2004 Plan”) provided for the grant of restricted stock, restricted stock units (“RSUs”), performance awards, dividend equivalents, stock payments and stock awards to all employees and members of the Board of Directors. In April 2021, the Third Amended and Restated 2004 Omnibus Incentive Compensation Plan (the “Third Restated Plan”) was approved at our annual meeting of stockholders, in order to, among other things: (i) increase grant awards to a total of 4,000,000 shares; (ii) remove the limit on the maximum number of shares that may be subject to awards made in a calendar year to all participants; (iii) include a minimum restriction period of one year for all awards (subject to certain exceptions); (iv) extend the term until February 22, 2031. RSUs awarded under the Incentive Compensation Plan vest on a cumulative basis ratably over a five-year period with the first 20% vesting occurring on the first anniversary of the date of the grant.

We awarded to employees and directors 238,850, 196,050 and 191,050 RSUs and dividend equivalents in 2022, 2021 and 2020, respectively. RSUs granted before 2009 provide for settlement upon termination of employment with the Company or termination of service from the Board of Directors. RSUs granted in 2009 and thereafter provide for settlement upon the earlier of 10 years after the grant date (or the tenth anniversary of the first vesting date for RSUs granted in 2016-2018) or termination of employment with the Company. On the settlement date each vested RSU will have a value equal to one share of common stock and may be settled, at the sole discretion of the Compensation Committee, in cash or by the issuance of one share of common stock. The RSUs do not provide voting or other stockholder rights unless and until the RSU is settled for a share of common stock. The RSUs vest starting one year from the date of grant, on a cumulative basis at the annual rate of 20% of the total number of RSUs covered by the award. The dividend equivalents represent the value of the dividends paid per common share multiplied by the number of RSUs covered by the award. For the years ended December 31, 2022, 2021 and 2020, dividend equivalents aggregating approximately $1,855,000, $1,485,000 and $1,279,000, respectively, were charged against retained earnings when common stock dividends were declared.

The following is a schedule of the activity relating to RSUs outstanding:

 

 

 

Number of

 

 

Fair Value

 

 

 

RSUs
Outstanding

 

 

Amount

 

 

Average
Per RSU

 

RSUs OUTSTANDING AT DECEMBER 31, 2019

 

 

702,025

 

 

 

 

 

 

 

Granted

 

 

191,050

 

 

$

5,534,000

 

 

$

28.97

 

Settled

 

 

(24,250

)

 

 

701,500

 

 

 

28.93

 

Cancelled

 

 

(31,350

)

 

 

904,552

 

 

 

28.85

 

RSUs OUTSTANDING AT DECEMBER 31, 2020

 

 

837,475

 

 

 

 

 

 

 

Granted

 

 

196,050

 

 

$

5,594,000

 

 

$

28.53

 

Settled

 

 

(112,125

)

 

 

3,293,000

 

 

 

29.37

 

Cancelled

 

 

 

 

 

 

 

 

 

RSUs OUTSTANDING AT DECEMBER 31, 2021

 

 

921,400

 

 

 

 

 

 

 

Granted

 

 

238,850

 

 

$

6,539,700

 

 

$

27.38

 

Settled

 

 

(35,830

)

 

 

996,500

 

 

 

27.81

 

Cancelled

 

 

(7,170

)

 

 

202,700

 

 

 

28.27

 

RSUs OUTSTANDING AT DECEMBER 31, 2022

 

 

1,117,250

 

 

 

 

 

 

 

 

The fair values of the RSUs were determined based on the closing market price of our stock on the date of grant. The fair value of the grants is recognized as compensation expense ratably over the five-year vesting period of the RSUs. Compensation expense related to RSUs for the years ended December 31, 2022, 2021 and 2020, was $4,745,000, $3,976,000 and $3,109,000, respectively, and is included in general and administrative expense in our consolidated statements of operations. As of December 31, 2022, there was $12,278,000 of unrecognized compensation cost related to RSUs granted under the 2004 Plan, which cost is expected to be recognized over a weighted average period of approximately four years. The aggregate intrinsic value of the 1,117,250 outstanding RSUs and the 554,556 vested RSUs as of December 31, 2022, was $37,819,000 and $18,772,000, respectively.

The following is a schedule of the vesting activity relating to RSUs outstanding:

 

 

 

Number of
RSUs Vested

 

 

Fair
Value

 

RSUs VESTED AT DECEMBER 31, 2019

 

 

349,135

 

 

 

 

Vested

 

 

95,750

 

 

$

2,637,000

 

Settled

 

 

(24,250

)

 

 

701,500

 

RSUs VESTED AT DECEMBER 31, 2020

 

 

420,635

 

 

 

 

Vested

 

 

147,680

 

 

$

4,739,000

 

Settled

 

 

(112,125

)

 

 

3,293,000

 

RSUs VESTED AT DECEMBER 31, 2021

 

 

456,190

 

 

 

 

Vested

 

 

134,196

 

 

$

4,543,000

 

Settled

 

 

(35,830

)

 

 

996,500

 

RSUs VESTED AT DECEMBER 31, 2022

 

 

554,556

 

 

 

 

 

We have a retirement and profit sharing plan with deferred 401(k) savings plan provisions (the “Retirement Plan”) for employees meeting certain service requirements and a supplemental plan for executives (the “Supplemental Plan”). Under the terms of these plans, the annual discretionary contributions to the plans are determined by the Compensation Committee of the Board of Directors.

Also, under the Retirement Plan, employees may make voluntary contributions and we have elected to match an amount equal to fifty percent of such contributions but in no event more than three percent of the employee’s eligible compensation. Under the Supplemental Plan, a participating executive may receive an amount equal to 10 percent of eligible compensation, reduced by the amount of any contributions allocated to such executive under the Retirement Plan. Contributions, net of forfeitures, under the retirement plans approximated $382,000, $379,000 and $353,000 for the years ended December 31, 2022, 2021 and 2020, respectively. These amounts are included in general and administrative expense in our consolidated statements of operations. For the year ended December 31, 2021 we distributed $95,000 from the Supplemental Plan to former officers of the Company. There were no distributions from the Supplemental Plan for the year ended December 31, 2022.