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Stock-Based Compensation Plans
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Stock-Based Compensation Plans

(10) Stock-Based Compensation Plans

2021 Management Incentive Plan

 

Our Board of Directors (the “Board”) and the Compensation Committee of the Board (the “Compensation Committee”) have approved and adopted our Management Incentive Plan (“MIP”), which provides for the grant of share-based and cash-based awards and, in connection therewith, the issuance from time to time of up to 1,999,869 shares of our Class B common stock, par value $0.01 per share. To date, grants under the MIP have been in the form of shares of Class B common stock ("RSAs"), restricted stock units which will be settled in Class B common stock upon the satisfaction of time-based vesting conditions ("RSUs") and performance stock units which will be settled in Class B common stock upon the satisfaction of time-based vesting conditions and performance-based vesting conditions ("PSUs").

 

The RSAs vest over a period of three years, subject to earlier vesting and forfeiture on terms and conditions set forth in the applicable award agreement. RSUs granted in 2022 generally vest in three equal annual installments over the three-year period, subject generally to continued employment and the other terms and conditions set forth in the forms of the RSU award agreements. RSUs granted in 2021 vest in full in the first quarter of 2023, subject generally to continued employment and the other terms and conditions set forth in the forms of the RSU award agreements. PSUs may be earned between 25% and 100% of the target award based on achievement of share price goals set forth in the forms of the PSU award agreements and will vest to the extent that share price goals are achieved based on the terms and conditions set forth in the forms of the PSU award agreements.

 

The following sets forth issuances under the MIP:

 

In June 2021, we issued 76,269 RSAs with a grant date fair value of $39.53 per share. During the Current Period, 42,389 RSAs vested and 3,904 RSAs were forfeited and placed in treasury. The unamortized estimated grant date fair value as of December 31, 2022 was approximately $0.8 million.

 

During the third quarter of 2021, we granted 50,596 RSUs with a grant date fair value of $39.53 per share. During the Current Period, 10,437 shares vested and 2,212 shares were forfeited. The unamortized estimated grant date fair value as of December 31, 2022 was immaterial. All RSUs granted in 2021 are scheduled to vest in the first quarter of 2023.

 

In March 2022, we granted 72,050 RSUs and 288,199 PSUs which was intended to satisfy stock awards for the next three years. Additional grants may be issued for new hires and promotions. The grant date fair value of the RSUs was estimated to be $58.80 per share. The unamortized estimated grant date fair value as of December 31, 2022 was $3.1 million.

 

In July 2022, we granted 88,215 RSUs with a grant date fair value of $58.80 per share. The unamortized estimated grant date fair value as of December 31, 2022 was $4.2 million.

 

During the Current Period we recognized $4.8 million in compensation expense associated with grants of RSAs and RSUs. We are currently not amortizing the PSUs as we have not concluded that it is probable that the performance condition will be achieved.

 

During the Predecessor Period and the Successor Period, we recognized $0.2 million and $2.7 million, respectively, in compensation cost associated with grants of restricted stock and RSUs.

 

As a result of the consummation of the Plan, restricted stock units issued prior to the Emergence Date were canceled for zero consideration. Reorganization items, net in the Predecessor Period include $0.9 million in costs associated with the cancellation of the pre-Emergence outstanding restricted stock units.

 

Liability-Classified Compensation

 

401(k)

 

We maintain a defined contribution profit sharing plan for employees who have satisfied minimum service requirements. Employees may contribute up to 75% of their eligible earnings to the plan subject to the contribution limitations imposed by the Internal Revenue Service. We provide a nondiscretionary match of 100% of an employee’s contributions to the plan, up to 4% of the employee’s salary. We made contributions of $3.1 million, $2.6 million, $0.4 million and $6.2 million during December 31, 2022, the Successor Period, the Predecessor Period and in 2020, respectively.

 

Supplemental Executive Retirement Plan

 

We have a supplemental executive retirement plan (“SERP”). The SERP provides retirement benefits to our executive officers and certain other designated key employees. The SERP is an unfunded, non-qualified defined contribution retirement plan, and all contributions under the plan are unfunded credits to a notional account maintained for each participant. Prior to January 1, 2020, under the SERP, we made annual contributions to a retirement account based on age and years of service. The participants in the plan received contributions ranging from 5% to 35% of salary and annual cash bonus, which totaled $0 million during 2020. We made payments to eligible participants in the SERP of $1.7 million and $3.4 million during 2022 and the Successor Period, respectively. No payments were made during the Predecessor Period or during 2020.

 

Non-Qualified Deferred Compensation Plan

 

The Nonqualified Deferred Compensation Plan (“NQDC Plan”) provides an income deferral opportunity for executive officers and certain senior managers who qualified for participation. Participants in the NQDC Plan could make an advance election each year to defer portions of their base salary, bonus and other compensation. Payments made to participants are based on their enrollment elections and plan balances. No deferrals were elected for 2022. We have not had enrollment periods for the NQDC since 2019.