Equity Compensation, Employment Agreements and other Benefit Plans |
3 Months Ended |
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Mar. 31, 2016 | |
Postemployment Benefits [Abstract] | |
Equity Compensation, Employment Agreements and other Benefit Plans |
12. Equity Compensation, Employment Agreements and other Benefit
Plans
In accordance with the terms of the Company’s 2007 Equity
Incentive Plan (as amended and restated on December 10, 2015) (the
“Equity Plan”), directors, officers and employees of
the Company are eligible to receive restricted stock grants. These
awards generally have a restriction period lasting between two and
ten years depending on the award, after which time the awards fully
vest. During the vesting period, these shares may not be
sold. There were 7.2 million shares available for future
grants under the 2007 Equity Incentive Plan as of March 31,
2016.
During the first quarter of 2016, the Compensation Committee of the
Board of Directors of the Company approved a Stock Award Deferral
Program (the “Deferral Program”). Under the Program,
non-employee directors and certain executive officers can elect to
defer payment of certain stock awards made pursuant to the Equity
Plan. Deferred awards are treated as deferred stock units and paid
at the earlier of separation from service or a date elected by the
participant. Payments are generally made in a lump sum or, if
elected by the participant, in five annual installments if paid
upon separation from service. Deferred awards receive dividend
equivalents during the deferral period in the form of additional
deferred stock units. Amounts are paid at the end of the deferral
period by delivery of shares from the Equity Plan (plus cash for
any fractional deferred stock units), less any applicable tax
withholdings. Deferral elections do not alter any vesting
requirements applicable to the underlying stock award.
During the first quarter of 2016, the Company granted certain of
its employees Restricted Stock Units (“RSU”)
awards. RSU awards are designed to reward certain employees
of the Company for services provided over the previous year.
The RSU awards vest equally over a three year period beginning one
year from the grant date and will fully vest in 2019. The RSU
awards are valued at the market price of the Company’s common
stock on the grant date and the employees must be employed by the
Company on the vesting dates to receive the RSU awards. The
Company granted 266,200 RSU awards during the first quarter of 2016
with a grant date fair value of $3 million, which will be
recognized as compensation expense on a straight-line basis over
the three year vesting period.
During the first quarter of 2016, the Company granted certain of
its employees 179,600 Performance Share Units (“PSU”)
awards. PSU awards are designed to align compensation with
the Company’s future performance. The PSU awards
include a three year performance period ending on December 31,
2018. The final number of shares that will vest will be
between 0% to 150% of the 179,600 granted based on the stock
performance of the Company as compared to an index of comparable
financial institutions and will cliff vest at the end of the
performance period. The PSU awards are measured at fair value
on the grant date which will be recognized as compensation expense
ratably over the three year vesting period. Fair value is
determined using a Monte Carlo valuation model developed to value
the specific features of the PSU awards, including market based
conditions. Inputs into the model include the Company’s
historical volatility, the peer average historical volatility, and
the correlation coefficient of the volatility. In addition,
inputs also included the share price at the beginning of the
measurement period and an estimated total shareholder return for
both the Company and the peer group of comparable financial
institutions. Based on the model results, the 179,600 PSU
awards granted during the first quarter of 2016 had a grant date
value of $3 million that will cliff vest on December 31,
2018.
The Company recognized stock based compensation expenses of $102
thousand and $436 thousand for the quarters ended March 31, 2016
and 2015, respectively. There were no forfeitures during the
quarter ended March 31, 2016. As of March 31, 2016, there was
approximately $7 million of total unrecognized compensation costs
related to non-vested share-based compensation arrangements granted
under the long term incentive plan. This cost is expected to be
recognized over a weighted average period of approximately 3
years.
The Company also maintains a qualified 401(k) plan. The plan
is a voluntary contributory plan that allows eligible employees to
defer compensation for federal income tax purposes under Section
401(k) of the Internal Revenue Code of 1986, as amended.
Employees may contribute, through payroll deductions, up to 25% of
eligible compensation. The Company matches 100% of the first
6% of the eligible compensation deferred by employee contributions
and 50% of the next 2% of such compensation. The 401(k)
matching contributions are made in the form of cash, whereby
participants may direct the Company match to an investment of their
choice. The benefit of the Company’s contributions vest
immediately. Generally, a participating employee is entitled to
distributions from the plans upon termination of employment,
retirement, death or disability. Participants who qualify for
distribution may receive a series of specified installment
payments. The 401(k) expense related to the Company’s
qualified plan for the quarter ended March 31, 2016 was $92
thousand. As we were externally managed prior to third
quarter of 2015, there was no 401(k) expense for the quarter ended
March 31, 2015.
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