Incentive Compensation Plan

12 Months Ended

Dec. 31, 2019

Share-based Payment Arrangement [Abstract]

On January 20, 2009, the Board of Directors of the Company adopted, with shareholder approval, the First Commonwealth Financial Corporation Incentive Compensation Plan. This plan allows for shares of common stock to be issued to employees, directors, and consultants of the Company and its subsidiaries as an incentive to aid in the financial success of the Company. The shares can be issued as options, stock appreciation rights, performance share or unit awards, dividend or dividend equivalent rights, stock awards, restricted stock awards, or other annual incentive awards. Up to 5,000,000 shares of stock can be awarded under this plan, of which 2,930,128 shares were still eligible for awards as of December 31, 2019.

Restricted Stock

The following provides detail on the restricted stock awards which were issued and outstanding in 2019, 2018 and 2017 in order to retain and attract key employees. The grant date fair value of the restricted stock awards is equal to the price of First Commonwealth’s common stock on grant date.



Grant Date	Shares issued	Grant Price		Vesting Date	Number of Equal Vesting Periods

February 21, 2019	63,000	$	14.22	February 22, 2022	1
February 21, 2019	15,000	$	14.22	February 22, 2022	1
November 26, 2018	2,000	$	13.82	November 26, 2021	1
May 29, 2018	3,000	15.44		May 29, 2021	1
March 26, 2018	2,000	14.08		March 26, 2021	1
February 26, 2018	77,500	14.49		February 26, 2021	1
March 24, 2017	5,000	12.99		March 24, 2020	1
March 24, 2017	7,000	12.99		August 31, 2017	1
March 24, 2017	7,000	12.99		March 24, 2020	1
March 24, 2017	7,000	12.99		August 31, 2017	1
December 19, 2016	15,000	13.96		December 19, 2019	3
September 30, 2016	10,000	10.09		September 30, 2019	1
September 19, 2016	33,000	10.02		September 19, 2019	3
June 7, 2016	10,000	9.34		June 7, 2019	1
March 1, 2016	10,000	8.84		March 1, 2019	1
March 1, 2016	5,000	8.84		March 1, 2019	1
March 1, 2016	20,000	8.84		August 31, 2017	1
June 26, 2015	1,000	9.84		June 26, 2018	1
February 20, 2015	10,000	8.45		August 31, 2017	1
February 5, 2015	50,000	8.55		February 5, 2018	1
January 15, 2015	20,000	8.38		January 15, 2017	1
November 17, 2014	3,500	9.26		November 17, 2017	1
April 8, 2014	27,500	8.89		April 8, 2017	3
March 24, 2014	46,000	9.18		March 24, 2017	1
March 4, 2014	5,000	8.75		March 4, 2017	1

Compensation expense related to restricted stock was $2.7 million, $2.6 million and $3.8 million in 2019, 2018 and 2017, respectively. As of December 31, 2019, there was $3.1 million of unrecognized compensation cost related to unvested restricted stock awards granted.

A summary of the status of First Commonwealth’s unvested service-based restricted stock awards as of December 31 and changes for the years ended on those dates is presented below:



	2019				2018				2017
	Shares		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value
Outstanding, beginning of the year	137,500		$	13.05	117,000		$	9.99	247,668		$	9.34
Granted	78,000		14.22		84,500		14.50		26,000		12.99
Vested	(41,000	)	10.09		(54,000	)	9.37		(151,668	)	9.49
Forfeited	(3,000	)	14.40		(10,000	)	9.34		(5,000	)	8.55
Outstanding, end of the year	171,500		14.27		137,500		13.05		117,000		9.99

The following provides detail on restricted stock awards estimated to be granted on a performance award basis during 2019, 2018 and 2017. These plans were previously approved by the Board of Directors.



Grant Date	Target Share Award	Performance Period (years)	Award if threshold met		Award if targets are met		Award if superior met		Award if threshold not achieved		Vesting After Performance Period (years)	Final vesting
January 26, 2015	125,000	3	40	%	100	%	200	%	—	%	0	December 31, 2017
December 30, 2015	60,000	5									0	December 31, 2020
February 18, 2016	160,650	3	40	%	100	%	200	%	—	%	0	December 31, 2018
February 23, 2017	93,500	3	40	%	100	%	200	%	—	%	0	December 31, 2019
February 22, 2018	102,000	3	40	%	100	%	200	%	—	%	0	December 31, 2020
February 21, 2019	121,900	3	40	%	100	%	200	%	—	%	0	December 31, 2021

The following table summarizes the estimated unvested target share awards for the Plans as of December 31:



	2019		2018		2017
Outstanding, beginning of the year	496,603		525,045		426,596
Granted	134,929		130,995		276,442
Issued	(188,700	)	(149,480	)	(171,637	)
Forfeited	—		(9,957	)	(6,356	)
Outstanding, end of the year	442,832		496,603		525,045

The December 30, 2015 grant has a fair value of $9.18 based the closing stock price when the shares were granted. Based on a Monte Carlo simulation, the February 23, 2017 grant has a fair value of $13.29 per share for 75% of the grant and $15.09 per share for 25% of the grant, the February 22, 2018 grant has a fair value of $14.17 for 50% of the grant, $13.25 for 25% of the grant and $15.83 for the remaining 25% of the grant and the February 21, 2019 grant has a fair value of $14.22 for 50% of the grant, $16.62 for 25% of the grant and $13.07 for the remaining 25% of the grant.