XML 41 R27.htm IDEA: XBRL DOCUMENT v3.22.0.1
Equity Awards
12 Months Ended
Dec. 31, 2021
Share-based Payment Arrangement [Abstract]  
Equity Awards Equity Awards
The Company maintains the following long-term equity incentive plans (collectively, the "Plans"):
Plan NamesShares Approved for Issuance
TriMas Corporation 2017 Equity and Incentive Compensation Plan
2,000,000 
TriMas Corporation Director Retainer Share Election Program
100,000 
Stock Options
The Company did not grant any stock options during 2021, 2020 and 2019. Information related to stock options as of and for the year ended December 31, 2021 is as follows:
 Number of
Stock Options
Weighted Average
Option Price
Average
Remaining
Contractual Life (Years)
Aggregate
Intrinsic Value
Outstanding at January 1, 2021150,000 $17.87 
Granted— — 
  Exercised(150,000)17.87 
  Cancelled— — 
  Expired— — 
Outstanding at December 31, 2021— $— — $— 
As of December 31, 2021, there were no stock options outstanding under the Company's long-term equity incentive plans. No stock options vested during each of 2021 and 2020, and 50,000 stock options vested during 2019.
The Company recognized no stock-based compensation expense related to stock options during each of 2021 and 2020, and approximately $0.1 million of stock-based compensation expense related to stock options during 2019. The stock-based compensation expense is included in selling, general and administrative expenses in the accompanying consolidated statement of operations.
Restricted Stock Units
The Company awarded the following restricted stock units ("RSUs") during 2021, 2020, and 2019:
granted 131,198, 190,650, and 139,575, RSUs, respectively, to certain employees, which are subject only to a service condition and vest ratably over three years so long as the employee remains with the Company;
granted 21,112, 30,590 and 25,872 RSUs, respectively, to its non-employee independent directors, which vest one year from date of grant so long as the director and/or Company does not terminate their service prior to the vesting date; and
issued 1,792, 3,673 and 4,494 RSUs, respectively, related to director fee deferrals as certain of the Company's directors elected to defer all or a portion of their directors fees and to receive the amount in Company common stock at a future date.
The Company awarded the following RSUs during 2021:
issued 49 RSUs to certain employees related to dividend equivalent rights on existing equity awards.
The Company awarded the following RSUs during 2020:
granted 31,816 RSUs to certain employees, which are subject only to a service condition and fully vest at the end of three years so long as the employee remains with the Company; and
granted 2,558 RSUs to certain employees, which are subject only to a service condition and vest one year from the date of grant so long as the employee remains with the Company.
During 2021, the Company awarded 72,962 performance-based RSUs to certain key employees which vest three years from the grant date as long as the employee remains with the Company. These awards are earned 50% based upon the Company's achievement of an earnings per share compound annual growth rate ("EPS CAGR") metric over a period beginning January 1, 2021 and ending December 31, 2023. The remaining 50% of the awards are earned based on the Company's total shareholder return ("TSR") relative to the TSR of the common stock of a pre-defined industry peer-group, measured over the performance period. TSR is calculated as the Company's average closing stock price for the 20 trading days at the end of the performance period plus Company dividends, divided by the Company's average closing stock price for the 20 trading days prior to the start of the performance period. The Company estimates the grant-date fair value subject to a market condition using a Monte Carlo simulation model, using the following weighted average assumptions: risk-free rate of 0.28% and annualized volatility of 35.5%. Depending on the performance achieved for these two metrics, the amount of shares earned, if any, can vary for each metric from 0% of the target award to a maximum of 200% of the target award. The Company awarded 113,146 and 95,882 of similar performance-based RSUs in 2020 and 2019, respectively. For similar performance-based RSUs awarded in 2018, the Company attained 126.2% of the target on a weighted average basis, resulting in an increase of 25,993 shares during 2021.
During 2020, the Company awarded 87,034 performance-based RSUs to certain key divisional employees which vest three years from the grant date as long as the employee remains with the Company. These awards are earned based upon the Company's stock price performance over the period from January 1, 2020 and ending December 31, 2022. The stock price achievement is calculated based on the Company's average closing stock price for each quarter end for the 20 trading days up to and including March 31, June 30, September 30, and December 31, 2022, respectively. The Company estimates the grant-date fair value subject to a market condition using a Monte Carlo simulation model, using the following weighted average assumptions: risk free rate of 0.85% and annualized volatility of 25.2%. Depending on the performance achieved for this metric, the amount of shares earned, if any, can vary from 0% of the target award to a maximum of 160% of the target award, although it automatically is earned at the target award level if the Company's stock price is equal to or greater than a specified stock price for either five consecutive trading days or 20 total trading days during the performance period.
Information related to restricted shares as of and for the year ended December 31, 2021 is as follows:
 Number of
Unvested
Restricted
Shares
Weighted
Average
Grant Date
Fair Value
Average
Remaining
Contractual
Life (Years)
Aggregate
Intrinsic Value
Outstanding at January 1, 2021784,968 $26.46 
  Granted253,106 34.30 
  Vested(345,680)30.48 
  Cancelled(18,662)25.33 
Outstanding at December 31, 2021673,732 $27.38 0.9$24,928,084 
As of December 31, 2021, there was approximately $6.3 million of unrecognized compensation cost related to unvested restricted shares that is expected to be recorded over a weighted average period of 1.8 years.
The Company recognized stock-based compensation expense related to restricted shares of approximately $9.5 million, $8.2 million and $5.7 million in 2021, 2020 and 2019, respectively. The stock-based compensation expense is included in selling, general and administrative expenses in the accompanying statement of operations.