Non-controlling Interests. During 2019 and prior, we entered into partnerships to develop and/or own real estate. Given that our limited members do not have the substantive kick-out rights, liquidation rights, or participation rights, we have concluded that the partnerships are VIEs. Since we exercise power over and receive benefits from the VIEs, we are considered the primary beneficiary. Accordingly, we consolidate the VIEs and record the non-controlling interests at cost. As of December 31, 2021, we have the following consolidated VIEs (in thousands):

Common Stock. We have separate equity distribution agreements (collectively, “Equity Distribution Agreements”) to offer and sell, from time to time, up to $200,000,000 in aggregate offering price of shares of our common stock. During the years ended December 31, 2021, 2020 and 2019, no shares were issued under the Equity Distribution Agreements. Accordingly, we had $200,000,000 available under the Equity Distribution Agreements.

During the years 2021, 2020 and 2019, we acquired 87,249 shares, 76,574 shares and 45,030 shares, respectively, of common stock held by employees who tendered owned shares to satisfy tax withholding obligations.

Stock Repurchase Plan. On March 2020, our Board of Directors authorized the repurchase of up to 5,000,000 outstanding shares of common stock. Due to the rising level of uncertainty in financial markets and the adverse effects of COVID-19 on the public health and our operators, our Board of Directors terminated the stock repurchase plan on March 25, 2020. During the year ended December 31, 2020, we purchased 615,827 shares at an average price of $29.25 per share, including commissions, for a total purchase price of $18,012,000.

Shelf Registration Statement. We have an automatic shelf registration statement on file with the SEC, and currently have the ability to file additional automatic shelf registration statements, to provide us with capacity to offer an indeterminate amount of common stock, preferred stock, warrants, debt, depositary shares, or units. We may from time to time publicly raise capital under our automatic shelf registration statement in amounts, at prices, and on terms to be announced when and if the securities are offered. The specifics of any future offerings, along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of the offering. Our shelf registration statement expires on February 28, 2022. We intend to file a new automatic shelf registration statement with the SEC prior to the expiration of the current registration statement.

Distributions. We declared and paid the following cash dividends (in thousands):

(1)	Represents $0.19 per share per month for the years ended December 31, 2021, 2020 and 2019.

(2)	During the years ended December 31, 2021, 2020 and 2019, we paid $764, $586 and $300, respectively as a result of vesting of the performance-based stock units.

In January 2022, we declared a monthly cash dividend of $0.19 per share on our common stock for the months of January, February and March 2022 payable on January 31, February 28, and March 31, 2022, respectively, to stockholders of record on January 21, February 18, and March 23, 2022, respectively.

Stock Based Compensation Plans. During 2021, we adopted, and our stockholders approved the 2021 Equity Participation Plan (the “2021 Plan”) which replaces the 2015 Equity Participation Plan (the “2015 Plan”). Under the 2021 Plan, 1,900,000 shares of common stock have been authorized and reserved for awards, less one share for every one share that was subject to an award granted under the 2015 plan after December 31, 2020 and prior to adoption. In addition, any shares that are not issued under outstanding awards under the 2015 Plan because the shares were forfeited or cancelled after December 31, 2020 will be added to and again be available for awards under the 2021 Plan. Under the 2021 Plan, the shares were authorized and reserved for awards to officers, employees, non-employee directors and consultants. The terms of the awards granted under the 2021 Plan and the 2015 Plan are set by our compensation committee at its discretion. As of December 31, 2021, we have 1,679,793 shares of common stock reserved for awards under the 2021 Plan.

Restricted Stock and Performance-Based Stock Units. Restricted stock activity for the years ended December 31, 2021 and 2020 and 2019 was as follows:


	Year Ended December 31,
	2021		2020		2019
Outstanding, January 1		180,440		163,569		156,297
Granted		110,348		101,348		86,772
Vested		(93,366)		(84,477)		(79,500)
Outstanding, December 31		197,422		180,440		163,569

During the years ended December 31, 2021, 2020 and 2019, we granted 71,892, 66,027 and 60,836, respectively, of performance-based stock units. Additionally, during the years ended December 31, 2021, 2020 and 2019, the number of vested performance-based stock units were 108,720, 81,574 and 48,225, respectively. Total compensation expense related to restricted stock and performance-based stock units for the years ended December 31, 2021, 2020 and 2019 were $7,760,000, $7,012,000 and $6,566,000.

During 2021, 2020 and 2019, we granted 182,240, 167,375 and 147,608 shares of restricted common stock and performance-based stock units, respectively, under the 2021 Plan and 2015 Plan as follows:


	No. of	Price per
Year	Shares/Units	Share		Vesting Period
2021	95,293	$	42.27	ratably over 3 years
	71,892	$	42.27	TSR targets ⁽¹⁾
	12,055	$	39.40	May 26, 2022
	3,000	$	43.14	April 1, 2022
	182,240

2020	76,464	$	48.95	ratably over 3 years
	66,027	$	49.98	TSR targets ⁽¹⁾
	9,884	$	38.45	May 27, 2021
	15,000	$	38.45	ratably over 3 years
	167,375

2019	78,276	$	46.54	ratably over 3 years
	60,836	$	46.54	TSR targets ⁽¹⁾
	8,496	$	44.73	May 29, 2020
	147,608

(1)	Vesting is based on achieving certain total shareholder return (“TSR”) targets in 4 years with acceleration opportunity in 3 years.

At December 31, 2021, the total number of restricted common stock that are scheduled to vest, performance-based stock units that could possibly vest and remaining compensation expense to be recognized related to the future service period of unvested outstanding restricted common stock and performance-based stock units are as follows (dollar amount in thousands):


	Number		Remaining
	of		Compensation
Vesting Date	Awards		Expense
2022	164,232	⁽¹⁾		5,447
2023	128,282	⁽²⁾		2,855
2024	103,663	⁽³⁾		303
Total	396,177		$	8,605

(1)	Includes 60,836 performance-based stock units. The performance-based stock units are valued utilizing a lattice-binomial option pricing model based on Monte Carlo simulations. We recognize the fair value of the awards over the applicable vesting period as compensation expense.

(2)	Includes 66,027 performance-based stock units. See ⁽¹⁾ above for valuation methodology.

(3)	Includes 71,892 performance-based stock units. See ⁽¹⁾ above for valuation methodology.

Stock Options. During 2021, 2020 and 2019, we did not issue any stock options. Nonqualified stock option activity for the years ended December 31, 2021 and 2020 and 2019, was as follows:


				Weighted Average
	Shares			Price
	2021	2020	2019	2021			2020	2019
Outstanding, January 1	15,000	15,000	20,000	$	38.43	$	38.43	$	34.99
Granted	—	—	—		n/a		n/a		n/a
Exercised	—	—	(5,000)	$	n/a	$	n/a	$	24.65
Canceled	—	—	—		n/a		n/a		n/a
Outstanding, December 31	15,000	15,000	15,000	$	38.43	$	38.43	$	38.43

Exercisable, December 31⁽¹⁾	15,000	15,000	15,000	$	38.43	$	38.43	$	38.43

(1)

The aggregate intrinsic value of exercisable options at December 31, 2021, based upon the closing price of our common shares at December 31, 2021, the last trading day of 2021, was approximately $0. Options exercisable at December 31, 2021, 2020 and 2019 have a weighted average remaining contractual life of approximately 1.2 years, 2.2 years, and 3.2 years, respectively.

The options exercised during 2021, 2020 and 2019 were as follows:


		Weighted
		Average
	Options	Exercise		Option		Market
	Exercised	Price		Value		Value ⁽¹⁾
2021	—	$	n/a	$	—	$	—
2020	—	$	n/a	$	—	$	—
2019	5,000	$	24.65	$	123,000	$	233,000

(1)	As of the exercise dates.

We use the Black-Scholes-Merton formula to estimate the value of stock options granted to employees. This model requires management to make certain estimates including stock volatility, expected dividend yield and the expected term. Compensation expense related to the vesting of stock options for the years ended December 31, 2021, 2020 and 2019 was $0.