Note 15 - Share-based Compensation

12 Months Ended

Dec. 31, 2023

Notes to Financial Statements

Share-Based Payment Arrangement [Text Block]

15. SHARE-BASED COMPENSATION  

On May 7, 2014, our shareholders approved the 2014 Omnibus Incentive Plan and in May 2021 this plan was amended as our shareholders authorized an additional 600,000 shares (as amended, the "2014 Plan"). The 2014 Plan includes 1,100,000 of our common shares that may be granted under various types of awards as described in the 2014 Plan. As of December 31, 2023, we were authorized to issue 502,325 shares under the 2014 Plan.

On January 24, 2021, we adopted the 2021 Inducement Option Plan (the "2021 Plan") pursuant to which 25,000 non-qualified stock options were granted to seven key employees acquired with the Acquisition. The 2021 Plan did not require shareholder approval under Nasdaq Listing Rule 5635(c). As of December 31, 2023, no shares were available for grant under the 2021 Plan.

Stock Options   

There were no options granted for the year ended December 31, 2023. The following table presents the weighted average assumptions used in the option-pricing model at the grant date for options granted during the years ended December 31:

	2022			2021
Assumptions:
Risk-free interest rate		0.82	%		0.32	%
Expected dividend yield		2.15	%		1.18	%
Expected volatility of Rocky's common stock		54.70	%		51.87	%
Expected option term (years)		5.1			5.6
Weighted-average grant date fair value per share	$	12.85		$	12.16

For the years ended December 31, 2023 and 2022, we recognized share-based compensation expense and the corresponding tax benefit as follows:

($ in thousands)	2023		2022		2021
Share-based compensation expense	$	1,244	$	1,230	$	1,265
Tax benefit		302		221		192

The following summarizes stock option activity for the year ended December 31, 2023:

						Weighted
				Weighted		Average
				Average		Remaining		Aggregate
($ amounts are per share)	Shares			Exercise Price		Actual Term		Intrinsic Value
Options outstanding at January 1, 2023		341,436		$	28.87
Issued		-			-
Exercised		(38,400	)		25.44
Forfeited or expired		(37,950	)		32.05
Options outstanding at December 31, 2023		265,086		$	38.92		4.3	$	909,038
Expected to vest		61,550		$	32.79		7.1	$	74,333
Exercisable at December 31, 2023		203,536		$	27.75		3.5	$	834,705

For the years ended December 31, 2023, 2022, and 2021 cash received for the exercise of stock options was approximately $1.0 million, $0.5 million, and $0.8 million, respectively.

Restricted Stock Units

The following table summarizes the status of the Company's restricted stock units and activity as of  December 31, 2023:

	Restricted Stock Units
				Weighted-Average Grant Date
($ amounts are per share)	Quantity			Fair Value Per Share
Nonvested at January 1, 2023		1,954		$	12.79
Granted		40,812			23.89
Vested		(651	)		12.79
Forfeited		(9,703	)		23.70
Nonvested at December 31, 2023		32,412		$	23.49

As of December 31, 2023, the total unrecognized compensation cost related to non-vested stock options and restricted stock units was approximately $1.1 million with a weighted-average expense recognition period of 3.0 years.

During the years ended December 31, 2023 and 2022, and 2021 we issued 34,418 shares, 10,762 shares and 6,868 shares of common stock to members of our Board of Directors, respectively.