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Stock-Based Compensation
12 Months Ended
Dec. 31, 2019
Share-based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
The Company measures stock-based compensation expense at the grant date, based on the estimated fair value of the award, and the expense is recognized over the requisite employee service period or performance period (generally the vesting period) for awards expected to vest. The Company accounts for forfeitures of stock-based awards as they occur.
The Company has an amended and restated long-term incentive plan (the "Plan") that was adopted in conjunction with its initial public offering in 2004. On March 7, 2018, the Board approved an amendment and restatement of the Plan that increased the number of shares of common stock available under the Plan from 2,975,000 to 3,775,000. Company stockholders approved the
Plan amendment and restatement on May 8, 2018. Forfeited and expired options under the Plan become generally available for reissuance. At December 31, 2019, 746,816 shares remained available for award under the Plan.
Stock Grants
The following is a summary of Company authorized vested stock grants to certain directors for the year ended December 31, 2019, 2018 and 2017. Stock-based compensation expense related to vested stock grants are included in General and administrative expenses within the Consolidated Statements of Income.
 
Year Ended December 31,
(millions, except stock grants)
2019
 
2018
 
2017
Vested stock grants
14,076

 
12,736

 
16,428

Stock-based compensation expense
$
0.5

 
$
0.5

 
$
0.5


Restricted Stock Units
During the year ended December 31, 2019, the Company authorized certain one-time grants of 37,235 restricted stock units to certain executives that vest three years from date of issuance. The restricted stock unit agreements are designed to reward performance over a three-year period.
During the year ended December 31, 2018, the Company authorized certain one-time grants of 48,663 and 8,426 restricted stock units to certain executives that vest three years and five years from date of issuance, respectively. The restricted stock unit agreements are designed to reward performance over three or five-year periods.
No grants of restricted stock units were authorized during the year ended December 31, 2017.
The fair value of restricted stock units is determined using the market value of the Company's common stock on the date of the grant, and compensation expense is recognized over the vesting period.
A summary of the status of the restricted stock units as of December 31, 2019, and changes during the years ended December 31, 2019, 2018 and 2017, are presented below:
 
Shares
 
Weighted
Average
Grant-Date
Fair Value
Nonvested as of December 31, 2016
334,197

 
$
19.45

Issued
22,000

 
18.25

Vested
(26,399
)
 
18.98

Forfeited
(4,537
)
 
21.92

Nonvested as of December 31, 2017
325,261

 
$
19.37

Issued
57,089

 
35.28

Vested
(173,240
)
 
19.67

Forfeited
(6,456
)
 
21.57

Nonvested as of December 31, 2018
202,654

 
$
23.53

Issued
37,235

 
33.61

Vested
(78,469
)
 
19.41

Forfeited
(7,978
)
 
35.35

Nonvested as of December 31, 2019
153,442

 
$
27.46


The table below shows the Company's stock-based compensation expense related to the restricted stock units for the years ended December 31, 2019, 2018 and 2017, and is included in General and administrative expenses within the Consolidated Statements of Income.
 
Year Ended December 31,
(millions)
2019
 
2018
 
2017
Stock-based compensation expense
$
1.1

 
$
0.9

 
$
0.9


Unrecognized stock-based compensation expense related to the restricted stock units and the respective weighted average periods in which the expense will be recognized for the years ended December 31, 2019, 2018 and 2017, is shown in the table below.
 
Year Ended December 31,
(millions)
2019
 
2018
 
2017
Unrecognized stock-based compensation
$
1.7

 
$
1.8

 
$
0.9

Weighted average (years)
1.8 years

 
2.3 years

 
2.1 years


Performance Share Units
In September 2014, the Board of Directors authorized a performance-based incentive program under the Plan ("Performance-Based Incentive Program"), whereby the Company issues performance share units to certain executive management individuals that represent shares potentially issuable in the future. The objective of the performance-based incentive program is to link compensation to business performance, encourage ownership of Company stock, retain executive talent, and reward executive performance. The Performance-Based Incentive Program provides participating executives with the opportunity to earn vested common stock if certain performance targets for pre-tax free cash flow are achieved over the cumulative three-year period and recipients satisfy service-based vesting requirements. The stock-based compensation expense associated with unvested performance-based incentives is recognized on a straight-line basis over the shorter of the vesting period or minimum service period and dependent upon the probable outcome of the number of shares that will ultimately be issued based on the achievement of pre-tax free cash flow over the cumulative three-year period.
In March 2019, the Board of Directors authorized a performance-based incentive program under the Company's Long-Term Incentive Plan ("2019 Performance-Based Incentive Program"). The 2019 Performance-Based Incentive Program is similar to the 2017 and 2018 Performance-Based Incentive Program, with the exception of the number of shares ultimately to be issued is based on the achievement of free cash flow before cash tax and interest payments over the cumulative three-year period of 2019 through 2021.
During 2019, certain participating executives became vested in 3,631 Performance-Based Incentive Program shares based on retirement eligibility. Stock-based compensation related to these shares was not significant and has been recognized in General and administrative expenses. Additionally, participating executives became vested in the Performance-Based Incentive Program shares based on meeting eligibility for vesting at the end of the three-year performance period of 2017 through 2019. As a result, 40,214 shares were vested to these participating executives as of December 31, 2019.
In March 2018, the Board of Directors authorized a performance-based incentive program under the Company's Long-Term Incentive Plan ("2018 Performance-Based Incentive Program"). The 2018 Performance-Based Incentive Program is similar to the 2016 and 2017 Performance-Based Incentive Program, with the exception of the number of shares ultimately to be issued is based on the achievement of free cash flow before cash tax and interest payments over the cumulative three-year period of 2018 through 2020.
During 2018, certain participating executives became vested in Performance-Based Incentive Program shares based on retirement eligibility and as a result $0.2 million of stock-based compensation related to 15,497 shares were recognized in General and administrative expenses, and which continue to be subject to achieving cumulative pre-tax free cash flow over the respective three-year periods. Additionally, participating executives became vested in the Performance-Based Incentive Program shares based on meeting eligibility for vesting at the end of the three-year performance period of 2016 through 2018. As a result, 51,160 shares were vested to these participating executives as of December 31, 2018.
In March 2017, the Board of Directors authorized another performance-based incentive program under the Company's Long-Term Incentive Plan ("2017 Performance-Based Incentive Program"). The 2017 Performance-Based Incentive Program is similar to the 2016 Performance-Based Incentive Program, with the exception of the number of shares ultimately to be issued is based on the achievement of free cash flow before cash tax payments over the cumulative three-year period of 2017 through 2019.
During 2017, certain participating executives became vested in Performance-Based Incentive Program shares based on retirement eligibility and as a result $0.2 million of stock-based compensation related to 7,529 shares were recognized in General and administrative expenses, and which continue to be subject to achieving cumulative pre-tax free cash flow over the respective three-year periods. Additionally, participating executives became vested in the Performance-Based Incentive Program shares based on meeting eligibility for vesting at the end of the three-year performance period of 2015 through 2017. As a result, 54,390 shares were vested to these participating executives as of December 31, 2017.
A summary of the status of the performance share units as of December 31, 2019, and changes during the years ended December 31, 2019, 2018 and 2017 are presented below:
 
Shares
 
Weighted
Average
Grant-Date
Fair Value
Nonvested as of December 31, 2016
159,477

 
$
22.99

Issued (1)
29,494

 
29.51

Vested
(61,919
)
 
22.63

Forfeited
(11,770
)
 
25.86

Nonvested as of December 31, 2017
115,282

 
28.01

Issued (2)
55,640

 
36.49

Vested
(66,657
)
 
25.42

Forfeited
(10,572
)
 
29.70

Nonvested as of December 31, 2018
93,693

 
35.92

Issued (3)
173,594

 
33.80

Vested
(43,845
)
 
33.15

Forfeited
(11,819
)
 
35.13

Nonvested as of December 31, 2019
211,623

 
$
34.62


(1) Includes a reduction of 59,091 shares of performance adjustments made at a weighted average grant-date fair value of $26.07.
(2) Includes a reduction of 45,075 shares of performance adjustments made at a weighted average grant-date fair value of $35.86.
(3) Includes an increase of 48,632 shares of performance adjustments made at a weighted average grant-date fair value of $36.05.    
The table below shows the Company's stock-based compensation expense related to the Performance-Based Incentive Program for the years ended December 31, 2019, 2018 and 2017, which is included in General and administrative expenses within the Consolidated Statements of Income.

Year Ended December 31,
(millions)
2019
 
2018
 
2017
Stock-based compensation expense
$
3.3

 
$
1.4

 
$
1.3


Future compensation expense for currently outstanding awards under the Performance-Based Incentive Program could reach a maximum of $11.3 million. Stock-based compensation for the Performance-Based Incentive Program is expected to be recognized over a weighted average period of 1.8 years.