STOCK COMPENSATION

Board of Directors' Stock Compensation

Members of the Board of Directors receive common shares of the Corporation equal in value to the amount of fees individually earned during the previous year for service as a director. The common shares are distributed to the Corporation's individual Board of Directors members from treasury shares of the Corporation on or about January15 following the calendar year of service. In 2019, the annual cash retainer paid to each non-employee director of the Corporation was increased by $6,000 to $11,500 and $19,250 for the Chairman of the Board. The retainer for the Chairman of the Audit Committee was also increased by an additional $2,875 to $14,375. The directors waived their right to stock compensation for the additional retainer fees paid.

Additionally, the Chief Executive Officer of the Corporation, who does not receive cash compensation as a member of the Board of Directors, is awarded common shares equal in value to the average of those awarded to Board of Directors members not employed by the Corporation who have served for 12 months during the prior year.

During January 2020, 2019, and 2018, 7,923, 8,465 and 6,015 shares, respectively, were re-issued from treasury to fund the stock component of the directors' and the Chief Executive Officer’s compensation. An expense of $350 thousand, $357 thousand and $301 thousand related to this compensation was recognized during the years ended December 31, 2019, 2018 and 2017, respectively. This expense is accrued as shares are earned.

Restricted Stock Plan

Pursuant to the Corporation’s Restricted Stock Plan (the “Plan”), the Corporation may make discretionary grants of restricted stock to officers other than the Corporation's Chief Executive Officer. Compensation expense is recognized over the vesting period of the awards based on the fair value of the stock at issue date.

A summary of restricted stock activity as of December 31, 2019, and changes during the year ended is presented below:



	Shares		Weighted–Average Grant Date Fair Value
Nonvested at December 31, 2018	29,694		$	40.81
Granted	13,692		44.75
Vested	(9,811	)	38.01
Forfeited or Cancelled	—		—
Nonvested at December 31, 2019	33,575		$	43.24

As of December 31, 2019, there was $1.3 million of total unrecognized compensation cost related to nonvested shares granted under the Plan. The cost is expected to be recognized over a weighted-average period of 3.53 years. The total fair value of shares vested during the years ended December 31, 2019, 2018 and 2017 were $438 thousand, $432 thousand and $382 thousand, respectively.