On May 6, 2013, we entered into an at-the-market (“ATM”) equity program with four sales agents pursuant to which we may, from time to time, offer and sell shares of our common stock having an aggregate offering price of up to $150.0 million. We completed $150.0 million of issuances under such ATM program on May 21, 2015. On May 27, 2015, we entered into a new ATM equity program with five sales agents under which we may, from time to time, offer and sell shares of our common stock having an aggregate offering price of up to $250.0 million. The sales of shares of our common stock made through the ATM equity program are made in "at-the-market" offerings as defined in Rule 415 of the Securities Act of 1933, as amended. For the year ended December 31, 2020, no shares of common stock were sold through the ATM equity program.

We intend to use the net proceeds from the ATM equity program to fund our development or redevelopment activities, repay amounts outstanding from time to time under our revolving line of credit or other debt financing obligations, fund potential acquisition opportunities and/or for general corporate purposes. As of December 31, 2020, we had the capacity to issue up to an additional $132.6 million in shares of our common stock under our ATM equity program. Actual future sales will depend on a variety of factors including, but not limited to, market conditions, the trading price of our common stock and our capital needs. We have no obligation to sell the remaining shares available for sale under the active ATM equity program.

We have been authorized to issue 10,000,000 shares of preferred stock with a par value of $0.01, of which no shares were outstanding at December 31, 2020. Upon issuance, our board of directors has the ability to define the terms of the preferred shares, including voting rights, liquidation preferences, conversion and redemption provisions and dividend rates.

Period

Amount per Share/Unit

Period Covered

Dividend Paid Date

First Quarter 2018

0.27

January 1, 2018 to March 31, 2018

March 19, 2018

Second Quarter 2018

0.27

April 1, 2018 to June 30, 2018

June 28, 2018

Third Quarter 2018

0.27

July 1, 2018 to September 30, 2018

September 27, 2018

Fourth Quarter 2018

0.28

October 1, 2018 to December 31, 2018

December 27, 2018

First Quarter 2019

0.28

January 1, 2019 to March 31, 2019

March 28, 2019

Second Quarter 2019

0.28

April 1, 2019 to June 30, 2019

June 27, 2019

Third Quarter 2019

0.28

July 1, 2019 to September 30, 2019

September 26, 2019

Fourth Quarter 2019

0.30

October 1, 2019 to December 31, 2019

December 26, 2019

First Quarter 2020

0.30

January 1, 2020 to March 31, 2020

March 26, 2020

Second Quarter 2020

0.20

April 1, 2020 to June 30, 2020

June 25, 2020

Third Quarter 2020

0.25

July 1, 2020 to September 30, 2020

September 24, 2020

Fourth Quarter 2020

0.25

October 1, 2020 to December 31, 2020

December 24, 2020

Earnings and profits, which determine the taxability of distributions to stockholders and holders of common units, may differ from income reported for financial reporting purposes due to the differences for federal income tax purposes in the treatment of loss on extinguishment of debt, revenue recognition and compensation expense and in the basis of depreciable assets and estimated useful lives used to compute depreciation. A summary of the income tax status of dividends per share paid is as follows:


	Year Ended December 31,
	2020				2019				2018
	Per Share		%		Per Share		%		Per Share		%
Ordinary income	$	0.66	66.0	%	$	1.09	95.6	%	$	1.05	96.3	%
Capital gain	—		—	%	—		—	%	—		—	%
Return of capital	0.34		34.0	%	0.05		4.4	%	0.04		3.7	%
Total	$	1.00	100.0	%	$	1.14	100.0	%	$	1.09	100.0	%

The company has established the 2011 Equity Incentive Award Plan (the "2011 Plan"), which provides for grants to directors, employees and consultants of the company and the Operating Partnership of stock options, restricted stock, dividend equivalents, stock payments, performance shares, LTIP units, stock appreciation rights and other incentive awards. In June 2020, at the annual shareholder meeting, the shareholders approved the Amended and Restated 2011 Equity Incentive Award Plan ("Amended and Restated 2011 Plan"). An aggregate of 4,054,411 shares of our common stock are authorized for issuance under awards granted pursuant to the Amended and Restated 2011 Plan, and as of December 31, 2020, 2,477,277 shares of common stock remain available for future issuance.


Grant	Fair Value at Grant Date	Number
June 12, 2018 (1)	$37.58	5,320
December 6, 2018 (2)	$25.68 - $28.18	199,790
June 11, 2019 (1)	$45.35	4,412
December 9, 2019 (3)	$28.06 - $30.97	168,596
June 9, 2020 (1)	$33.29	6,008
December 4, 2020 (4)	$19.02 - $20.83	311,566

(1) Restricted common stock issued to members of the company's non-employee directors. These awards of restricted stock will vest subject to the director's continued service on the Board of Directors on the earlier of (i) the one year anniversary of the date of grant or (ii) the date of the next annual meeting of our stockholders, if such non-employee director continues his or her service on the Board of Directors until the next annual meeting of stockholders, but not thereafter, pursuant to our independent director compensation policy.

(2) Restricted common stock issued to certain of the company's senior management and other employees, which are subject to quantitative and qualitative performance criteria based vesting. Up to one-third of the shares of restricted stock may vest based on such performance criteria determined as of November 30, 2019, 2020 and 2021, subject to the employee's continued employment on those dates.

(3) Restricted common stock issued to certain of the company's senior management and other employees, which are subject to quantitative and qualitative performance criteria based vesting. Up to one-third of the shares of restricted stock may vest based on such performance criteria determined as of November 30, 2020, 2021 and 2022, subject to the employee's continued employment on those dates.

(4) Restricted common stock issued to certain of the company's senior management and other employees, which are subject to quantitative and qualitative performance criteria based vesting. Up to one-third of the shares of restricted stock may vest based on such performance criteria determined as of November 30, 2021, 2022 and 2023, subject to the employee's continued employment on those dates.

For the performance-based stock awards, the fair value of the awards was estimated using a Monte Carlo Simulation model. Our stock price, along with the stock prices of the group of peer REITs, is assumed to follow the Multivariate Geometric Brownian Motion Process. Multivariate Geometric Brownian Motion is a common assumption when modeling in financial markets, as it allows the modeled quantity (in this case, the stock price) to vary randomly from its current value and take any value greater than zero. The volatilities of the returns on the stock price of the company and the group REITs were estimated based on a three year look-back period. The expected growth rate of the stock prices over the “derived service period” of the employee is determined with consideration of the risk free rate as of the grant date. For the restricted stock grants that are time-vesting, we estimate the stock compensation expense based on the fair value of the stock at the grant date.


	2020
	Units	Weighted Average Grant Date Fair Value
Balance at beginning of year	345,156	$	28.75
Granted	317,574	20.20
Vested	(75,687)	28.46
Forfeited	(95,086)	27.49
Balance at end of year	491,957	$	23.53

We recognize noncash compensation expense ratably over the vesting period, and accordingly, we recognized $6.3 million, $4.5 million and $3.0 million in noncash compensation expense for the years ended December 31, 2020, 2019 and 2018, respectively, each of which is included in general and administrative expense on the statement of income. Unrecognized compensation expense was $8.4 million at December 31, 2020, which will be recognized over a weighted-average period of 1.6 years.

We have calculated earnings per share (“EPS”) under the two-class method. The two-class method is an earnings allocation methodology whereby EPS for each class of common stock and participating security is calculated according to dividends declared and participation rights in undistributed earnings. For the years ended December 31, 2020, 2019 and 2018, we had a weighted average of approximately 357,048 shares, 330,197 shares and 271,905 unvested shares outstanding, respectively, which are considered participating securities. Therefore, we have allocated our earnings for basic and diluted EPS between common shares and unvested shares.

Diluted EPS is calculated by dividing the net income attributable to common stockholders for the period by the weighted average number of common and dilutive instruments outstanding during the period using the treasury stock method. For the year ended December 31, 2020, diluted shares exclude incentive restricted stock as these awards are considered contingently issuable. Additionally, the unvested restricted stock awards subject to time vesting are anti-dilutive for all periods presented and accordingly, have been excluded from the weighted average common shares used to compute diluted EPS.

Basic earnings (loss) per unit (“EPU”) of the Operating Partnership is computed by dividing income (loss) applicable to unitholders by the weighted average Operating Partnership units outstanding, as adjusted for the effect of participating securities. Operating Partnership units granted in equity-based payment transactions are considered participating securities prior to vesting. The impact of unvested Operating Partnership unit awards on EPU has been calculated using the two-class method whereby earnings are allocated to the unvested Operating Partnership unit awards based on distributions and the unvested Operating Partnership units’ participation rights in undistributed earnings (losses).

The calculation of diluted earnings per unit for the year ended December 31, 2020, 2019 and 2018 does not include 357,048, 330,197, and 271,905 unvested weighted average Operating Partnership units, respectively, as these equity securities are either considered contingently issuable or the effect of including these equity securities was anti-dilutive.


	Year Ended December 31,
	2020		2019		2018
NUMERATOR
Net income	$	35,588	$	60,188	$	27,202
Less: Net income attributable to restricted shares	(383)		(381)		(311)
Less: Income attributable to unitholders in the Operating Partnership	(7,545)		(14,089)		(7,205)
Net income attributable to common stockholders—basic	$	27,660	$	45,718	$	19,686
Income attributable to American Assets Trust, Inc. common stockholders—basic	$	27,660	$	45,718	$	19,686
Plus: Income attributable to unitholders in the Operating Partnership	7,545		14,089		7,205
Net income attributable to common stockholders—diluted	$	35,205	$	59,807	$	26,891
DENOMINATOR
Weighted average common shares outstanding—basic	59,806,309		54,110,949		46,950,812
Effect of dilutive securities—conversion of Operating Partnership units	16,313,454		16,675,183		17,185,747
Weighted average common shares outstanding—diluted	76,119,763		70,786,132		64,136,559

Earnings per common share, basic	$	0.46	$	0.84	$	0.42

Earnings per common share, diluted	$	0.46	$	0.84	$	0.42