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Shareholders’ Equity and Stock Incentive Plans
 9 Months Ended
Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Shareholders’ Equity and Stock Incentive Plans Shareholders’ Equity and Stock Incentive Plans
Share Repurchase Program
On July 27, 2023, the Company’s Board of Directors increased its share repurchase program to $100 million. Share repurchases may be made from time to time in open market transactions, block trades or in private transactions in accordance with applicable securities laws and regulations and other legal requirements, including compliance with the Company’s finance agreements. There is no minimum number of shares that the Company is required to repurchase and the repurchase program may be suspended or discontinued at any time without prior notice. As of September 30, 2023, the Company had $90.9 million of remaining share repurchase availability under its July 27, 2023 authorization.
The following table includes the Company’s share repurchase activity for the three and nine months ended September 30, 2023 and 2022:
Three Months Ended September 30, Nine Months Ended September 30,
2023202220232022
(In thousands, except per share data)
Shares repurchased (1)
252 — 252 784 
Total cost, including brokerage fees$9,134 $— $9,134 $37,670 
Average repurchase price per share (2)
$36.17 $— $36.17 $50.08 
(1)All repurchased shares were retired and constitute authorized but unissued shares.
(2)Figures in the table may not recalculate exactly due to rounding. Average repurchase price per share is calculated based on unrounded numbers.
Special Dividend
In July 2023, the Company’s Board of Directors declared a one-time cash dividend of $2.00 per share of the outstanding common stock, totaling $57.7 million in the aggregate. The one-time cash dividend was paid on August 25, 2023 to the Company’s shareholders of record as of August 11, 2023.
Stock Options
The following table summarizes the Company’s stock option activity:
Stock Options
SharesWeighted-Average Exercise Price
Outstanding at January 1, 20232,071,994 $11.35 
Granted— $— 
Exercised(48,140)$15.66 
Cancelled— $— 
Expired— $— 
Outstanding at September 30, 20232,023,854 $9.25 
Exercisable at September 30, 20232,023,854 $9.25 
There was no share-based compensation expense related to stock options for the three and nine months ended September 30, 2023 and 2022. The Company did not have any remaining unrecognized share-based compensation expense related to stock options as of September 30, 2023 and 2022.
Restricted Stock Units
The following table summarizes the Company’s activity related to time-based restricted stock units (“RSUs”) and performance-based restricted stock units (“PSUs”):
RSUsPSUs
SharesWeighted-Average Grant Date Fair ValueShares Weighted-Average Grant Date Fair Value
Outstanding at January 1, 2023547,671 $26.09 1,076,159 
(1)
$17.17 
Granted (2)
159,043 $42.17 114,898 $41.92 
Vested(298,644)$23.71 (733,574)
(3)
$8.86 
Issuance of dividend equivalent (4)
21,180 $— 23,151 $— 
Cancelled— $— (8,699)
(5)
$53.51 
Outstanding at September 30, 2023429,250 $34.09 471,935 $36.40 
(1)    Includes PSUs granted in March 2020 and March 2021 at 200% of the target and PSUs granted in March 2022 at target.
(2)    The number of shares for the PSUs listed as granted represents the “target” number of PSUs granted to each recipient eligible to vest if the Company meets its “target” performance goals for the applicable period. The actual number of PSUs eligible to vest for those PSUs will vary depending on whether or not the Company meets or exceeds the
applicable threshold, target, or maximum performance goals for the PSUs, with 200% of the “target” number of PSUs eligible to vest at “maximum” performance levels.
(3)    Represents PSUs granted in March 2020 that vested in March 2023 at 200% of the target PSUs.
(4)    In accordance with the provisions of the Golden Entertainment, Inc. 2015 Incentive Award Plan (the “2015 Plan”), the declaration of a one-time cash dividend of $2.00 per share of the outstanding common stock triggered the requirement to make an equitable adjustment to the number and type of securities subject to each outstanding award and the exercise price or grant price. The 2015 Plan allows the Company to make such equitable adjustments at its discretion. As a result, on August 25, 2023, the Company elected to adjust the exercise price of vested but unexercised stock option awards and the number of shares underlying unvested RSU and PSU awards to reflect an amount as if the cash dividend had been paid in stock. The vesting schedule and conditions of each grant remain the same (with these additional share amounts subject to forfeiture on the same terms as the underlying grants).
(5)    The Company’s financial results for the applicable performance goals were certified during the three months ended March 31, 2023 and 89.6% of the target PSUs granted in March 2022 were deemed “earned.” This resulted in the reduction of the PSUs granted in March 2022 to the number of PSUs eligible to vest from 83,579 to 74,880.
Share-based compensation expense related to RSUs was $2.0 million and $5.8 million for the three and nine months ended September 30, 2023, respectively, and $1.8 million and $5.1 million for the three and nine months ended September 30, 2022, respectively. Share-based compensation expense related to PSUs was $1.4 million and $4.2 million for the three and nine months ended September 30, 2023, respectively, and $1.5 million and $4.6 million for the three and nine months ended September 30, 2022, respectively.
As of September 30, 2023, there was $9.1 million and $7.0 million of unrecognized share-based compensation expense related to RSUs and PSUs, respectively, which is expected to be recognized over a weighted-average period of 1.4 years and 1.1 years for RSUs and PSUs, respectively. As of September 30, 2022, there was $10.0 million and $8.3 million of unrecognized share-based compensation expense related to RSUs and PSUs, respectively, which is expected to be recognized over a weighted-average period of 1.4 years and 0.9 years for RSUs and PSUs, respectively.
As of September 30, 2023, a total of 3,630,600 shares of the Company’s common stock remained available for grants of awards under the Golden Entertainment, Inc. 2015 Incentive Award Plan, which includes the annual increase in the number of shares available for grant on January 1, 2023 of 1,127,160 shares.