In May 2014, our stockholders approved the 2014 Non-Employee Directors’ Restricted Stock Plan (“2014 Director Plan”) which authorizes grants of restricted stock to non-employee directors. Each restricted share granted to a non-employee director vests in full on the earlier of the day prior to the next annual meeting of stockholders following the grant date or the first anniversary of the grant. In May 2021, our stockholders approved an amendment to the 2014 Director Plan to increase the number of shares authorized for issuance under the 2014 Director Plan from 1,000,000 to 1,200,000 shares. At December 31, 2021, 146,527 shares remained available for grant under the 2014 Director Plan. During 2021, non-employee directors received 210,367 shares of restricted stock at a weighted average grant-date fair value of $3.28 per share and cash-based awards of $0.2 million.

In May 2015, our stockholders approved the 2015 Employee Equity Incentive Plan (“2015 Plan”) pursuant to which the Compensation Committee of our Board of Directors (“Compensation Committee”) may grant to key employees, including executive officers and other corporate and divisional employees, a variety of forms of equity-based compensation, including options to purchase shares of common stock, shares of restricted common stock, restricted stock units, stock appreciation rights, other stock-based awards, and performance-based awards. In May 2021, our stockholders approved an amendment to the 2015 Plan to increase the number of shares authorized for issuance under the 2015 Plan from 12,300,000 to 14,300,000 shares. At December 31, 2021, 1,673,140 shares remained available for grant under the 2015 Plan.

In June 2017, our Board of Directors approved the Long-Term Cash Incentive Plan (“Cash Plan”), a sub-plan to the 2015 Plan, pursuant to which the Compensation Committee may grant time-based cash awards or performance-based cash awards to key employees, including executive officers and other corporate and divisional employees, to provide an opportunity for employees to receive a cash payment upon either completion of a service period or achievement of predetermined performance criteria at the end of a performance period.

During 2019, the Compensation Committee modified our retirement policy applicable to cash and equity awards granted to include our Chief Executive Officer and those officers who report to our Chief Executive Officer, who were previously excluded from the retirement policy. In addition, the Compensation Committee also modified the retirement policy for certain vested stock options that remained outstanding to extend the exercise period available following the qualifying retirement of eligible employees. As a result of these modifications, we recognized a charge of $4.0 million in the first quarter of 2019. This charge primarily reflects the acceleration of expense, as well as the incremental value associated with modifications to extend the exercise period of outstanding options, for previously-granted awards for retirement eligible executive officers.


Stock Options	Shares	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value (In thousands)
Outstanding at beginning of period	2,297,702	$	7.34
Granted	—	—
Exercised	—	—
Expired or canceled	(500,826)	8.29
Outstanding at end of period	1,796,876	$	7.08	2.94	$	—

Vested or expected to vest at end of period	1,796,876	$	7.08	2.94	$	—
Options exercisable at end of period	1,796,876	$	7.08	2.94	$	—

There were no options exercised during the years ended December 31, 2021 and 2020. For the year ended December 31, 2019, the total intrinsic value of options exercised was $1.6 million, while cash from option exercises totaled $1.3 million. There was no compensation cost recognized for stock options for the years ended December 31, 2021 and 2020. For the year ended December 31, 2019, total compensation cost recognized for stock options was $1.3 million. For the year ended December 31, 2019, we recognized tax benefits resulting from the exercise of stock options totaling $0.3 million.

In 2016, performance-based restricted stock units were awarded to executive officers and were to be settled in shares of common stock based on the relative ranking of our total shareholder return (“TSR”) as compared to the TSR of our designated peer group over a three-year period. The ending TSR price is equal to the average closing price of our shares over the last 30-calendar days of the performance period. There have been no performance-based restricted stock units granted since

2016 or outstanding since 2019. There was no compensation cost recognized for performance-based restricted stock units for the years ended December 31, 2021 and 2020. For the year ended December 31, 2019, total compensation cost recognized for performance-based restricted stock units was $0.1 million.

Time-vested restricted stock awards and restricted stock units are periodically granted to key employees, including grants for employment inducements, as well as to members of our Board of Directors. Employee awards provide for vesting periods ranging from three to four years. Non-employee director grants vest in full on the earlier of the day prior to the next annual meeting of stockholders following the grant date or the first anniversary of the grant. Upon vesting of these grants, shares are issued to award recipients.


Nonvested Restricted Stock Awards (Time-Vesting)	Shares	Weighted-Average Grant Date Fair Value
Nonvested at January 1, 2021	181,886	$	3.12
Granted	210,367	3.28
Vested	(156,886)	2.06
Forfeited	—	—
Nonvested at December 31, 2021	235,367	$	3.97


Nonvested Restricted Stock Units (Time-Vesting)	Shares	Weighted-Average Grant Date Fair Value
Nonvested at January 1, 2021	3,530,366	$	4.01
Granted	2,859,177	3.20
Vested	(1,377,181)	4.80
Forfeited	(373,101)	3.87
Nonvested at December 31, 2021	4,639,261	$	3.29

Total compensation cost recognized for restricted stock awards and restricted stock units was $7.7 million, $6.3 million and $9.8 million for the years ended December 31, 2021, 2020 and 2019, respectively. Total unrecognized compensation cost at December 31, 2021 related to restricted stock awards and restricted stock units was approximately $8.7 million which is expected to be recognized over the next 2.0 years. During the years ended December 31, 2021, 2020 and 2019, the total fair value of shares vested was $5.3 million, $1.9 million and $7.2 million, respectively. For the years ended December 31, 2021, 2020 and 2019, we recognized tax benefits resulting from the vesting of restricted stock awards and units of $1.1 million, $0.4 million and $1.9 million, respectively.

The Compensation Committee also approved the issuance of cash-based awards to certain executive officers during 2021, 2020 and 2019. The 2021 awards included $1.4 million of time-based cash awards and a target amount of $3.0 million of performance-based cash awards. The 2020 and 2019 awards included a target amount of $2.6 million and $2.3 million, respectively, of performance-based cash awards.

The performance-based cash awards are settled based on the relative ranking of our TSR as compared to the TSR of our designated peer group over a three-year period. The performance period began May 2, 2021 and ends May 31, 2024 for the 2021 awards, began May 2, 2020 and ends May 31, 2023 for the 2020 awards, and began May 2, 2019 and ends May 31, 2022 for the 2019 awards. The ending TSR price is equal to the average closing price of our shares over the last 30-calendar days of the performance period, and provide for a cash payout ranging from 0% to 200% of target for each eligible executive.

The performance-based cash awards are accrued as a liability award over the performance period based on the estimated fair value. The fair value of the performance-based cash awards is remeasured each period using a Monte Carlo

valuation model with changes in fair value recognized in the consolidated statement of operations. As of December 31, 2021 and 2020, the total liability for cash-based awards was $5.7 million and $4.0 million, respectively.

Substantially all of our U.S. employees are covered by a defined contribution plan (“401(k) Plan”). Employees may voluntarily contribute up to 50% of compensation, as defined in the 401(k) Plan. Participants’ contributions, up to 3% of compensation, are matched 100% by us, and the participants’ contributions, from 3% to 6% of compensation, are matched 50% by us. In connection with the cost reduction programs implemented in early 2020, we temporarily eliminated our 401(k) matching contribution beginning in April 2020. Beginning in the second quarter of 2021, we reinstituted the matching contribution for our U.S. defined contribution plan. Under the 401(k) Plan, our cash contributions were $2.2 million, $1.2 million and $4.3 million for 2021, 2020 and 2019, respectively.