The Company’s equity-based award plans provide for grants to Company employees and directors of incentive and non-qualified options to purchase common shares, rights to receive the appreciation in value of common shares, awards of common shares subject to restrictions on transfer, awards of common shares issuable in the future upon satisfaction of certain conditions and rights to purchase common shares and other awards based on common shares. Under the terms of the plans, 2.8 million common shares were available for grant under future awards as of December 31, 2022.

Stock options may be granted at per-share prices not less than fair market value at the date of grant and must be exercised within the maximum contractual term of 10 years thereof. The fair values for option awards granted were estimated at the date of grant using the Black-Scholes option pricing model. No option awards have been granted since December 31, 2017. The following table reflects the stock option activity:


				Weighted-		Weighted- Average		Aggregate
	Number of Options (Thousands)			Average Exercise Price		Remaining Contractual Term (Years)		Intrinsic Value (Thousands)
Balance December 31, 2019		350		$	26.42
Forfeited		(27	)		22.20
Balance December 31, 2020		323			26.77
Forfeited		(50	)		25.71
Balance December 31, 2021		273			26.96
Forfeited		(47	)		25.29
Balance December 31, 2022		226		$	27.31		2.3	$	—

Options exercisable at December 31,
2022		226		$	27.31		2.3	$	—
2021		273			26.96		3.1		—
2020		323			26.77		4.0		—

The Board of Directors approved grants to officers of the Company of restricted common share units (“RSUs”) of 0.1 million in 2022, 0.4 million in 2021 and 0.5 million in 2020. These grants generally vest in equal annual amounts over a three- to four-year period. RSUs generally receive cash payments which are equivalent to the cash dividends paid on the Company’s common shares. These grants have a weighted-average fair value at the date of grant ranging from $7.87 to $15.33, which was equal to the market value of the Company’s common shares at the date of grant. As a component of compensation to the Company’s non-employee directors, the Company issued 0.1 million common shares to the non-employee directors for the years ended December 31, 2022 and 2021. The grant value was equal to the market value of the Company’s common shares at the date of grant, and these common shares were fully vested upon grant.

In 2022, the Board of Directors approved grants to its four named executive officers and one additional officer. In 2021 and 2020, the Board of Directors approved grants to the chief executive officer and the chief financial officer And in 2019 and 2018, the Board of Directors approved grants to the chief executive officer of PRSUs covering a “target” number of shares, subject to three-year performance periods beginning on the respective March 1 and ending after a three-year period on the respective February 28. In addition, in 2020 the Board of Directors approved grants to the chief financial officer covering a “target” number of shares, subject to one-year, and two-year performance periods beginning on March 1, 2020. In 2017, the Board of Directors approved grants to the chief executive officer and the former chief operating officer of PRSUs covering a “target” number of shares, subject to one-year, two-year and three-year performance periods beginning on March 1, 2017.

The payout of the PRSUs will vary based on relative total shareholder return performance measured over the applicable performance period, with the ultimate payout ranging from a level of 0% of target to a maximum level of 200% of target (in the case

of PRSUs issued prior to 2021, subject to reduction by one-third in the event that SITE Centers’ absolute total shareholder return during the applicable performance period is negative). In March 2022, the Company issued 519,255 common shares in settlement of certain PRSUs granted in 2019 and 2020. In March 2021, the Company issued 570,295 common shares in settlement of certain PRSUs granted in 2018 and 2020. In December 2020, in connection with the termination without cause of the chief operating officer, a settlement of the PRSUs granted in 2020, 2019 and 2018 resulted in the issuance of 257,168 common shares. For the PRSUs in which the performance period ended in February 2020, no shares were granted. The 2022, 2021 and 2020 grants had a grant date fair value aggregating $3.9 million, $3.3 million and $4.5 million, respectively, to be amortized ratably over the performance period ending three years from the date of grant.

Under the anti-dilution provisions of the Company’s equity incentive plan and the respective PRSU award agreement, the PRSUs issued in 2017 and 2018 were adjusted as of the spin-off of RVI, effective July 1, 2018, as determined by the Company’s compensation committee. The number of PRSUs was adjusted so as to retain the same intrinsic value immediately after the spin-off that the PRSU awards had immediately prior to the spin-off. In particular, upon consummation of the spin-off of RVI, the 2017 and 2018 PRSU awards were adjusted to: (1) retain the original SITE Centers’ relative total shareholder return (“RTSR”) peer group; (2) retain the SITE Centers’ beginning share price used for RTSR purposes and (3) measure ending share price as SITE Centers’ ending price plus RVI’s split-adjusted ending price (with any dividends paid during the performance period deemed reinvested into additional SITE Centers shares). Effective at the date of the spin-off, because these awards were dual-indexed to both the Company’s and RVI’s stock performance, the 2017 and 2018 PRSU awards were accounted for as liability awards and marked to fair value on a quarterly basis. In 2021 and 2020, the Company recorded a mark-to-market adjustment of $5.6 million as expense and $0.7 million as income, respectively, in connection with the PRSUs granted primarily in March 2018. These awards were settled in March 2022.

The following table reflects the activity for the unvested awards pursuant to all restricted stock grants:


	Awards (Thousands)			Weighted-Average Grant Date Fair Value
Unvested at December 31, 2021		862		$	11.14
Granted		134			15.33
Vested		(257	)		12.44
Forfeited		(6	)		13.80
Unvested at December 31, 2022		733		$	11.43

As of December 31, 2022, total unrecognized compensation for the restricted awards granted under the plans as summarized above was $8.7 million, which is expected to be recognized over a weighted-average 1.4-year term, which includes the performance-based and time-based vesting periods.

The Company maintains a 401(k) defined contribution plan covering substantially all of the officers and employees of the Company in accordance with the provisions of the Code. Also, for certain officers, the Company maintains the Elective Deferred Compensation Plan and Equity Deferred Compensation Plan, both non-qualified plans, which permit the deferral of base salaries, commissions and annual performance-based cash bonuses or receipt of restricted shares. In addition, directors of the Company are permitted to defer all or a portion of their fees pursuant to the Directors’ Deferred Compensation Plan, a non-qualified plan. All of these plans were fully funded at December 31, 2022.