Common Stock — Common stockholders are entitled to vote on all matters submitted to a vote of the Company’s stockholders. Subject to the rights of holders of any then outstanding shares of the Company’s preferred stock, the Company’s common stockholders are entitled to dividends declared by the board of directors. The shares of the Company’s common stock are not subject to any redemption provisions. The Company has no issued and outstanding shares of preferred stock.

The Company’s ability to pay dividends is effectively limited by its status as a holding company and the terms of its subsidiary’s indentures and senior secured credit facility, which also significantly restricts the ability of certain of the Company’s subsidiaries to pay dividends directly or indirectly to the Company. See Note 13 for discussion of restrictions contained within the debt agreements of the Company’s subsidiaries.

Treasury Stock — Treasury stock represents shares of common stock repurchased by the Company and not yet retired. The Company has applied the cost method in recording its treasury shares.

Below is a summary of the Company’s treasury stock activity for the years ended December 31, 2019, 2020 and 2021.


	Number of Treasury Shares		Cost
Balance at January 1, 2019		4,626,191	$	79,259
Restricted stock withholdings (1)		59,060		2,308
Restricted stock forfeitures (2)		26,608		—
Balance at December 31, 2019		4,711,859	$	81,567
Restricted stock withholdings (1)		264,522		5,437
Restricted stock forfeitures (2)		74,600		—
Balance at December 31, 2020		5,050,981	$	87,004
Restricted stock withholdings (1)		237,416		4,102
Restricted stock forfeitures (2)		61,714		—
Balance at December 31, 2021		5,350,111	$	91,106

(1)

The Company withheld restricted shares as a result of the election by certain employees to satisfy their tax liabilities upon vesting in restricted stock and restricted stock units. The Company determined the number of shares to be withheld based upon market values that ranged from $36.81 to $40.32 during the year ended December 31, 2019, $8.03 to $32.12 during the year ended December 31, 2020 and $15.21 to $24.14 during the year ended December 31, 2021.

As of December 31, 2021, the Company had no plans to retire any shares of its treasury stock.

Restricted Stock — Below is a summary of restricted stock activity for the years ended December 31, 2019, 2020 and 2021:


	Year Ended					Year Ended					Year Ended
	December 31, 2019					December 31, 2020					December 31, 2021
	Shares of Restricted Stock			Weighted Average Grant Date Fair Value		Shares of Restricted Stock			Weighted Average Grant Date Fair Value		Shares of Restricted Stock			Weighted Average Grant Date Fair Value
Outstanding at January 1		704,353		$	38.68		783,823		$	37.53		1,431,975		$	21.11
Granted		315,899		$	37.34		1,555,361		$	17.68		1,241,742		$	21.91
Vested		(209,821	)	$	41.10		(832,609	)	$	29.30		(617,607	)	$	20.92
Forfeited		(26,608	)	$	37.69		(74,600	)	$	30.72		(61,714	)	$	18.96
Outstanding at December 31		783,823		$	37.53		1,431,975		$	21.11		1,994,396		$	21.73

During the year ended December 31, 2021, the Company granted 1,241,742 shares of restricted stock to directors and employees of the Company. The fair value of the restricted stock granted was determined based on the market value of the Company’s common stock on the dates of grant, which ranged from $16.09 to $24.48 per share. The Company assumed forfeiture rates ranging from 0% to 10% for the restricted stock awards. Restricted stock grants to directors vest over a one-year period. Restricted stock grants to employees vest over periods ranging from one year to four years based on continued service. The recipients of restricted stock are entitled to receive dividends to the extent they are declared by the Company and to vote their respective shares, however, the sale and transfer of the restricted stock is prohibited during the restriction period.

Below is a summary of restricted stock award activity recorded for the periods indicated.


	Year Ended December 31,
	2019		2020		2021
Compensation expense recognized during the period (1)	$	10,185	$	15,473	$	22,846
Fair value of restricted shares that vested during the period	$	8,024	$	16,870	$	10,998
Income tax benefit related to restricted stock awards	$	1,516	$	5,620	$	1,048

(1)

The former CEO of the Company retired on December 31, 2021, and all of his outstanding unvested shares vested upon his retirement in accordance with his employment agreement. The Company recorded incremental compensation expense of $4,277 related to the accelerated vesting of these awards during the year ended December 31, 2021.

As of December 31, 2021, the remaining unrecognized compensation expense related to these restricted stock awards was approximately $23,234. The weighted average period over which this remaining compensation expense will be recognized is approximately 2 years.

Restricted Stock Units — During the years ended December 31, 2019 and 2020, the Company granted restricted stock units representing 306,651 and 436,681 of hypothetical shares of common stock, respectively, to employees. The grant date fair value for units issued during the year ended December 31, 2019 was $36.77 per unit. The grant date fair value for the units issued during the year ended December 31, 2020 was $32.12 per unit. Based upon the terms of the award agreements, the restricted stock units vest based on a combination of financial performance factors and continued service. The financial performance factors are based on an implied equity value concept that determines an internal rate of return (“IRR”) for a two year measurement period, as defined in the award agreement, based on a formula utilizing a multiple of Adjusted EBITDA subject to certain specified adjustments (as defined in the restricted stock unit award agreement). The financial performance factors for the restricted stock units have a threshold, target and maximum level of payment opportunity and vest on a prorata basis according to the IRR achieved by the Company during the performance period. All payouts of restricted stock units that vest will be subject to an additional service requirement and will be paid in the form of common stock if the participant continues to provide services through the fourth anniversary of the grant date.

At the time of each of the restricted stock unit grants, the Company assumes the IRR level to be reached for the defined measurement period will be the target IRR level in determining the amount of compensation expense to record for such grants. If and when additional information becomes available to indicate that something other than the target IRR level will be achieved, the Company adjusts compensation expense on a prospective basis over the remaining service period. The Company assumed forfeiture rates ranging from 0% to 5% for the restricted stock unit awards granted during 2019 and 2020. Restricted stock unit award participants are eligible to receive dividend equivalent payments if and at the time the restricted stock unit awards vest.

During the year ended December 31, 2021, the Compensation Committee of the Company’s Board of Directors evaluated the impact of the COVID-19 pandemic on the performance metric used for the restricted stock unit awards granted during 2019 and 2020 and determined that the COVID-19 pandemic significantly impacted the

Company’s ability to meet the performance metric. The Compensation Committee made a discretionary decision to certify the vest of the 2019 and 2020 restricted stock unit awards at target based upon the unforeseen, external circumstances that were beyond management’s control, the projected macroeconomic conditions through 2021 and beyond, and the uncertain timing as to the recovery of the Company’s industry. The requirement to satisfy the applicable service period under the restricted stock unit awards was not changed. In addition, the Compensation Committee determined that it would not be appropriate to issue restricted stock units during the year ended December 31, 2021 due to the aforementioned macroeconomic conditions and industry recovery. In lieu of restricted stock units, the Compensation Committee granted restricted stock with a four-year vest period. See Restricted Stock discussion above for other relevant terms of such awards.

Below is a summary of activity for restricted stock unit awards for the periods indicated:


	Year Ended December 31,
	2019		2020		2021
Number of restricted stock unit awards that vested during the period		90,895		208,204		232,200
Fair value of restricted stock unit awards that vested during the period	$	3,658	$	5,050	$	4,095
Accumulated dividends paid upon vesting of restricted stock unit awards (1)	$	386	$	942	$	62
Compensation expense recognized during the period (2)	$	4,430	$	3,931	$	6,425
Income tax benefit related to stock unit awards	$	397	$	788	$	691

(1)

Approximately $296 of dividends were payable to the former CEO on December 31, 2021 and were paid in January 2022. These dividends were included in other current liabilities on the consolidated balance sheet as of December 31, 2021.

(2)

The former CEO of the Company retired on December 31, 2021, and all of his outstanding unvested restricted stock units vested upon his retirement in accordance with his employment agreement. The Company recorded incremental compensation expense of $2,374 related to the accelerated vesting of these awards during the year ended December 31, 2021.

As of December 31, 2021, the Company had restricted stock units outstanding that represented a total of 344,071 of hypothetical shares of common stock, which is the maximum number of shares that could vest related to the outstanding units.

As of December 31, 2021, the remaining unrecognized compensation expense related to the outstanding restricted stock unit awards was $3,616. The weighted average period over which this remaining compensation expense will be recognized is approximately one year.