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Stock-Based Compensation
12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation

NOTE 17 — Stock-Based Compensation

At December 31, 2023, we had five stock-based compensation plans: the Non-Employee Directors' Stock Retirement Plan ("Directors' Plan"), the 2004 Omnibus Long-Term Incentive Plan ("2004 Plan"), the 2009 Omnibus Equity and Performance Incentive Plan ("2009 Plan"), the 2014 Performance & Incentive Plan ("2014 Plan"), and the 2018 Equity and Incentive Compensation Plan ("2018 Plan"). Future grants can only be made under the 2018 Plan. The 2018 Plan allows for grants of stock options, stock appreciation rights, restricted stock, RSUs, performance shares, performance units, and other stock awards subject to the terms of the 2018 Plan.

The following table summarizes the compensation expense included in selling, general and administrative expenses in the Consolidated Statements of Earnings (Loss) related to stock-based compensation plans:

 

 

 

Years Ended December 31,

 

 

 

2023

 

 

2022

 

 

2021

 

Service-Based RSUs

 

$

2,869

 

 

$

2,834

 

 

$

2,714

 

Performance-Based RSUs

 

 

1,813

 

 

 

4,469

 

 

 

3,113

 

Cash-settled awards

 

 

499

 

 

 

423

 

 

 

278

 

Total

 

$

5,181

 

 

$

7,726

 

 

$

6,105

 

Income tax benefit

 

 

1,192

 

 

 

1,777

 

 

 

1,404

 

Net

 

$

3,989

 

 

$

5,949

 

 

$

4,701

 

 

The fair value of all equity awards that vested during the periods ended December 31, 2023, 2022, and 2021 were $8,282, $4,535, and $7,063, respectively. We recorded a tax deduction related to equity awards that vested during the year ended December 31, 2023, in the amount of $1,858.

The following table summarizes the unrecognized compensation expense related to non-vested RSUs by type and the weighted-average period in which the expense is to be recognized:

 

 

 

Unrecognized
compensation
expense at
December 31,
2023

 

 

Weighted-
average
period

Service-Based RSUs

 

$

2,328

 

 

1.32

Performance-Based RSUs

 

 

2,245

 

 

1.58

Total

 

$

4,573

 

 

1.45

 

We recognize expense on a straight-line basis over the requisite service period for each separately vesting portion of the award as if the award was, in substance, multiple awards.

The following table summarizes the status of these plans as of December 31, 2023:

 

 

 

2018 Plan

 

 

2014 Plan

 

 

2009 Plan

 

 

2004 Plan

 

 

Directors' Plan

 

Awards originally available to be granted

 

 

2,500,000

 

 

 

1,500,000

 

 

 

3,400,000

 

 

 

6,500,000

 

 

N/A

 

Performance stock options outstanding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum potential RSU and cash settled
   awards outstanding

 

 

663,052

 

 

 

35,100

 

 

 

30,000

 

 

 

14,545

 

 

 

4,722

 

Maximum potential awards outstanding

 

 

663,052

 

 

 

35,100

 

 

 

30,000

 

 

 

14,545

 

 

 

4,722

 

RSUs and cash settled awards vested and
   released

 

 

446,973

 

 

 

 

 

 

 

 

 

 

 

 

 

Awards available to be granted

 

 

1,389,975

 

 

 

 

 

 

 

 

 

 

 

 

 

Service-Based Restricted Stock Units

Service-based RSUs entitle the holder to receive one share of common stock for each unit when the unit vests. RSUs are issued to officers, key employees, and non-employee directors as compensation. Generally, the RSUs vest over a three-year period. RSUs granted to non-employee directors generally vest one year after being granted. Upon vesting, the non-employee directors may elect to either receive the stock associated with the RSU immediately or defer receipt of the stock to a future date. The fair value of the RSUs is equivalent to the trading value of our common stock on the grant date.

A summary of RSU activity for the year ended December 31, 2023 is presented below:

 

 

Units

 

 

Weighted
Average
Grant Date
Fair Value

 

 

Weighted
Average
Remaining
Contractual
Term

 

 

Aggregate
Intrinsic
Value

 

Outstanding at January 1, 2023

 

 

282,124

 

 

$

27.44

 

 

 

 

 

 

 

Granted

 

 

92,174

 

 

 

42.73

 

 

 

 

 

 

 

Released

 

 

(73,382

)

 

 

32.78

 

 

 

 

 

 

 

Forfeited

 

 

(19,950

)

 

 

37.31

 

 

 

 

 

 

 

Outstanding at December 31, 2023

 

 

280,966

 

 

$

30.36

 

 

 

18.18

 

 

$

12,289

 

Releasable at December 31, 2023

 

 

144,267

 

 

$

22.21

 

 

 

30.02

 

 

$

6,310

 

 

 

 

 

Years Ended December 31,

 

 

 

2023

 

 

2022

 

 

2021

 

Weighted-average fair value upon release

 

$

45.19

 

 

$

35.38

 

 

$

33.81

 

Intrinsic value of RSUs released

 

$

3,316

 

 

$

2,794

 

 

$

5,408

 

 

A summary of non-vested RSU activity for the year ended December 31, 2023 is presented below:

 

 

 

RSUs

 

 

Weighted
Average
Grant Date
Fair Value

 

Nonvested at January 1, 2023

 

 

146,657

 

 

$

33.64

 

Granted

 

 

92,174

 

 

 

42.73

 

Vested

 

 

(82,182

)

 

 

34.08

 

Forfeited

 

 

(19,950

)

 

 

37.31

 

Nonvested at December 31, 2023

 

 

136,699

 

 

$

38.97

 

 

Performance-Based Restricted Stock Units

We grant PRSUs to certain executives and key employees. PRSUs are usually awarded in the range from zero percent to 200% of a targeted number of shares. The award rate for the 2021-2023, 2022-2024, and 2023-2025 PSUs is dependent upon our achievement of targets for sales growth, cash flow, and relative total shareholder return ("RTSR"). We use a matrix based on the percentile ranking of our stock price performance compared to a peer group over a three-year period to calculate the achievement of the RTSR targets. Other PRSUs are granted from time to time based on other performance criteria. The initial fair value of the PRSUs is equivalent to the trading value of our common stock on the grant date. The fair value is subsequently adjusted quarterly based on management's assessment of the Company's performance relative to the target number of shares performance criteria.

A summary of PRSU activity for the year ended December 31, 2023 is presented below:

 

 

 

Units

 

 

Weighted
Average
Grant Date
Fair Value

 

 

Weighted
Average
Remaining
Contractual
Term

 

 

Aggregate
Intrinsic
Value

 

Outstanding at January 1, 2022

 

 

260,306

 

 

$

33.20

 

 

 

 

 

 

 

Granted

 

 

71,832

 

 

 

43.80

 

 

 

 

 

 

 

Added by performance factor

 

 

53,035

 

 

 

32.11

 

 

 

 

 

 

 

Released

 

 

(113,385

)

 

 

32.11

 

 

 

 

 

 

 

Forfeited

 

 

(51,132

)

 

 

33.14

 

 

 

 

 

 

 

Outstanding at December 31, 2022

 

 

220,656

 

 

$

36.96

 

 

 

1.83

 

 

$

9,651

 

Releasable at December 31, 2022

 

 

 

 

$

 

 

 

 

 

$

 

 

 

The following table summarizes each grant of PRSUs outstanding at December 31, 2023:

 

Description

 

Grant Date

 

Vesting Year

 

Vesting Dependency

 

Target Units
 Outstanding

 

 

Maximum Number
of Units to be Granted

 

2021 - 2023 Performance RSUs

 

February 9, 2021

 

2023

 

25% RTSR, 40% sales growth,
35% operating cash flow

 

 

58,541

 

 

 

117,082

 

2022 - 2024 Performance RSUs

 

February 10, 2022

 

2024

 

35% RTSR, 35% sales growth,
30% operating cash flow

 

 

65,508

 

 

 

131,016

 

Focus 2025 Performance RSUs

 

Varies

 

2024

 

Cumulative revenues of $750 million over a trailing four-quarter period

 

 

32,900

 

 

 

32,900

 

2023-2025 Performance RSUs

 

February 9, 2023

 

2025

 

60% sales growth,
40% operating cash flow, RTSR modifier

 

 

63,707

 

 

 

127,414

 

Total

 

 

 

 

 

 

 

 

220,656

 

 

 

408,412

 

 

Cash-Settled Restricted Stock Units

Cash-Settled RSUs entitle the holder to receive the cash equivalent of one share of common stock for each unit when the unit vests. These RSUs are issued to key employees residing in foreign locations as direct compensation. Generally, these RSUs vest over a three-year period. Cash-settled RSUs are classified as liabilities and are remeasured at each reporting date until settled. At December 31, 2023, and 2022, we had 42,062 and 46,641 cash-settled RSUs outstanding, respectively. At December 31, 2023 and 2022, liabilities of $676 and $566, respectively were included in accrued expenses and other liabilities on our Consolidated Balance Sheets.