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Capital Stock and Equity Compensation
12 Months Ended
Dec. 31, 2021
Share-based Payment Arrangement, Noncash Expense [Abstract]  
Capital Stock and Equity Compensation Capital Stock and Equity Compensation
Capital Stock
Our 2019 Long-Term Equity Compensation Plan, which was approved by our shareholders in May 2019, permits the granting of restricted stock units and certain other forms of equity awards to officers and other key employees. Under this plan, we also grant each non-management director deferred stock units, which permit non-management directors to receive, at a later date, one share of Rogers capital stock for each deferred stock unit, with no payment of any consideration by the director at the time the shares were received.
Shares of capital stock reserved for possible future issuance were as follows:
As of December 31,
20212020
Shares reserved for issuance under outstanding restricted stock unit awards320,381 324,260 
Deferred compensation to be paid in stock, including deferred stock units9,500 12,715 
Additional shares reserved for issuance under Rogers Corporation 2019 Long-Term Equity Compensation Plan869,516 918,809 
Shares reserved for issuance under the Rogers Corporation Global Stock Ownership Plan for Employees(1)
5,552 78,678 
Total1,204,949 1,334,462 
(1) This is an employee stock purchase plan within the meaning of Section 432(b) of the Internal Revenue Code of 1986, as amended, that was discontinued as of December 31, 2021, pursuant to the Merger Agreement.
Equity Compensation
Performance-Based Restricted Stock Units
As of December 31, 2021, we had performance-based restricted stock units from 2021, 2020 and 2019 outstanding. These awards generally cliff vest at the end of a three-year measurement period. However, employees whose employment terminates during the measurement period due to death, disability, or, in certain cases, retirement may receive a pro-rata payout based on the number of days they were employed during the measurement period. Participants are eligible to be awarded shares ranging from 0% to 200% of the original award amount, based on certain defined performance measures.
The outstanding awards have one measurement criteria: the three-year total shareholder return (TSR) on our capital stock as compared to that of a specified group of peer companies. The TSR measurement criteria of the awards is considered a market condition. As such, the fair value of this measurement criteria is determined on the grant date using a Monte Carlo simulation valuation model. We recognize compensation expense on all of these awards on a straight-line basis over the vesting period with no changes for final projected payout of the awards. We account for forfeitures as they occur.
Below were the assumptions used in the Monte Carlo calculation for each material award granted in 2021, 2020 and 2019:
February 10, 2021February 12, 2020June 3, 2019February 7, 2019
Expected volatility51.0%41.0%39.7%36.7%
Expected term (in years)2.92.92.62.9
Risk-free interest rate0.18%1.41%1.78%2.43%
Expected volatility – In determining expected volatility, we have considered a number of factors, including historical volatility.
Expected term – We use the vesting period of the award to determine the expected term assumption for the Monte Carlo simulation valuation model.
Risk-free interest rate – We use an implied “spot rate” yield on U.S. Treasury Constant Maturity rates as of the grant date for our assumption of the risk-free interest rate.
Expected dividend yield – We do not currently pay dividends on our capital stock; therefore, a dividend yield of 0% was used in the Monte Carlo simulation valuation model.
A summary of activity of the outstanding performance-based restricted stock units for 2021, 2020 and 2019 is presented below:
202120202019
Awards OutstandingWeighted-
Average
Grant Date Fair Value
Awards OutstandingWeighted-
Average
Grant Date Fair Value
Awards OutstandingWeighted-
Average
Grant Date Fair Value
Awards outstanding as of January 1111,059 $170.84 106,943 $161.33 142,434 $110.19 
Awards granted41,507 258.17 87,244 131.99 112,160 114.22 
Stock issued  (75,486)111.54 (135,032)69.10 
Awards forfeited(38,012)189.69 (7,642)179.89 (12,619)152.22 
Awards outstanding as of December 31114,554 $196.23 111,059 $170.84 106,943 $161.33 
We recognized $7.7 million, $5.8 million and $5.0 million of compensation expense related to performance-based restricted stock units in 2021, 2020 and 2019, respectively. As of December 31, 2021, there was $7.4 million of total unrecognized compensation cost related to unvested performance-based restricted stock units. That cost is expected to be recognized over a weighted average period of 0.9 years.
Time-Based Restricted Stock Units
As of December 31, 2021, we had time-based restricted stock unit awards from 2021, 2020 and 2019 outstanding. The outstanding awards all ratably vest on the first, second and third anniversaries of the original grant date. However, employees whose employment terminates during the measurement period due to death, disability, or, in certain cases, retirement may receive a pro-rata payout based on the number of days they were employed subsequent to the last grant anniversary date. Each time-based restricted stock unit represents a right to receive one share of the Rogers’ capital stock at the end of the vesting period. The fair value of the award is determined by the market value of the underlying stock price at the grant date. We recognize compensation expense on all of these awards on a straight-line basis over the vesting period. We account for forfeitures as they occur.
A summary of activity of the outstanding time-based restricted stock units for 2021, 2020 and 2019 is presented below:
202120202019
Awards OutstandingWeighted-
Average
Grant Date Fair Value
Awards OutstandingWeighted-
Average
Grant Date Fair Value
Awards OutstandingWeighted-
Average
Grant Date Fair Value
Awards outstanding as of January 1102,142 $120.16 101,685 $122.68 117,476 $116.10 
Awards granted50,640 180.19 58,807 116.87 62,115 126.92 
Stock issued(46,329)146.45 (50,868)111.16 (68,111)81.53 
Awards forfeited(9,464)146.58 (7,482)122.87 (9,795)116.52 
Awards outstanding as of December 3196,989 $157.49 102,142 $120.16 101,685 $122.68 
We recognized $7.6 million, $6.0 million and $5.8 million of compensation expense related to time-based restricted stock units in 2021, 2020 and 2019, respectively. As of December 31, 2021, there was $7.8 million of total unrecognized compensation cost related to unvested time-based restricted stock units. That cost is expected to be recognized over a weighted average period of 0.9 years.
Deferred Stock Units
We grant deferred stock units to non-management directors. These awards are fully vested on the date of grant and the related shares are generally issued on the 13-month anniversary of the grant date unless the individual elects to defer the receipt of those shares. Each deferred stock unit results in the issuance of one share of Rogers’ capital stock. The grant of deferred stock units is typically done annually during the second quarter of each year. The fair value of the award is determined by the market value of the underlying stock price at the grant date.
A summary of activity of the outstanding deferred stock units for 2021, 2020 and 2019 is presented below:
202120202019
Awards OutstandingWeighted-
Average
Grant Date Fair Value
Awards OutstandingWeighted-
Average
Grant Date Fair Value
Awards OutstandingWeighted-
Average
Grant Date Fair Value
Awards outstanding as of January 112,450 $113.96 7,150 $170.89 8,400 $108.86 
Awards granted6,450 188.60 10,400 108.88 5,950 183.40 
Stock issued(9,400)104.68 (5,100)183.40 (7,200)108.86 
Awards outstanding as of December 319,500 $173.82 12,450 $113.96 7,150 $170.89 
We recognized $1.2 million, $1.1 million and $1.1 million of compensation expense related to deferred stock units in 2021, 2020 and 2019, respectively.
Share Repurchases
In 2015, we initiated a share repurchase program (the Program) of up to $100.0 million of the Company’s capital stock. We initiated the Program to mitigate potentially dilutive effects of stock options and shares of restricted stock granted by the Company, in addition to enhancing shareholder value. The share repurchase program has no expiration date and may be suspended or discontinued at any time without notice. As of December 31, 2021, $49.0 million remained of our $100.0 million share repurchase program. There were no share repurchases in 2021, 2020 or 2019.