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Equity Compensation
12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Equity Compensation
20. Equity Compensation
We award time-based restricted stock, performance-based restricted stock units, and stock options from time to time under the Papa John’s International, Inc. 2018 Omnibus Incentive Plan. There were approximately 3.0 million shares of common stock authorized for issuance and remaining available under the 2018 Omnibus Incentive Plan as of December 31, 2023, which includes 5.9 million shares transferred from the Papa John’s International 2011 Omnibus Incentive Plan.
We recorded stock-based employee compensation expense of $17.9 million in 2023, $18.4 million in 2022 and $16.9 million in 2021. At December 31, 2023, there was $18.9 million of unrecognized compensation cost related to unvested awards, of which the Company expects to recognize $12.4 million in 2024, $5.6 million in 2025 and $0.9 million in 2026.
Stock Options
Options exercised, which were issued from authorized shares, included 43,000 shares in 2023, 82,000 shares in 2022 and 212,000 shares in 2021. The total intrinsic value of the options exercised during 2023, 2022 and 2021 was $1.2 million, $3.4 million and $10.1 million, respectively.
There were no options granted in 2023, 2022 or 2021. Information pertaining to option activity during 2023 is as follows (number of options and aggregate intrinsic value in thousands):
Number
of
Options
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Term
(In Years)
Aggregate
Intrinsic
Value
Outstanding at December 25, 2022235$56.53 
Exercised(43)52.56 
Cancelled(1)70.96 
Outstanding at December 31, 2023191$57.35 3.60$3,681 
Exercisable at December 31, 2023191$57.35 3.60$3,681 
Restricted Stock
We granted shares of restricted stock that are time-based and generally vest in equal installments over three years (190,000 in 2023, 165,000 in 2022 and 130,000 in 2021). Upon vesting, the shares are issued from treasury stock. These restricted
shares are intended to focus participants on our long-range objectives, while at the same time serving as a retention mechanism. We consider time-based restricted stock awards to be participating securities because holders of such shares have non-forfeitable dividend rights. We declared dividends totaling $0.5 million ($1.76 per share) in 2023, $0.5 million ($1.54 per share) in 2022 and $0.4 million ($1.15 per share) in 2021 to holders of time-based restricted stock.
We granted 14,000, 69,000 and 11,000 restricted stock units that are time-based and vest over a period of one to three years in 2023, 2022 and 2021, respectively. Upon vesting, the units are issued from treasury stock. Total dividends declared for these awards were insignificant to the results of our operations.
Additionally, we granted stock settled performance-based restricted stock units to executive management (80,000 units in 2023, 64,000 units in 2022, and 61,000 units in 2021).
The performance-based restricted stock units require the achievement of certain performance and market factors, which consist of the Company’s Total Shareholder Return (“TSR”) relative to a predetermined peer group. The grant-date fair value of the performance-based restricted stock units was determined through the use of a Monte Carlo simulation model.
The following is a summary of the significant assumptions used in estimating the fair value of the performance-based restricted stock units granted in 2023, 2022 and 2021:
Assumptions:202320222021
Risk-free interest rate4.5 %1.5 %0.2 %
Expected volatility38.6 %45.0 %48.3 %
The risk-free interest rate for the periods within the contractual life of the performance-based restricted stock unit is based on the U.S. Treasury yield curve in effect at the time of grant. Expected volatility was estimated using the Company’s historical share price volatility for a period similar to the expected life of the performance-based restricted stock unit.
The performance-based restricted stock units granted vest over three years (cliff vest) and are expensed over the performance period. The weighted average grant-date fair value of performance-based restricted stock units granted during 2023, 2022 and 2021 was $88.43, $113.90 and $103.14, respectively.
The fair value of time-based restricted stock and performance-based restricted stock units is based on the market price of the Company’s shares on the grant date. Information pertaining to these awards during 2023 is as follows (shares in thousands):
SharesWeighted
Average
Grant-Date
Fair Value
Total as of December 25, 2022518$91.23
Granted28384.13
Forfeited(92)95.18
Vested(226)75.88
Total as of December 31, 2023483$93.27