Employee Stock Plans

9 Months Ended

Sep. 30, 2020

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Employee Stock Plans

Note 9. Employee STOCK Plans

The 2019 Stock Omnibus Incentive Plan (the “2019 Plan”), which expires in 2029, permits the grant of various forms of stock-based awards. The terms and vesting schedules for the stock-based awards vary by type and date of grant. A maximum of 3.1 million stock options, restricted stock or other stock-based compensation awards may be granted. Shares subject to award under the 2019 Plan may be either authorized but unissued shares of our common stock or treasury shares. Refer to the Annual Report on Form 10-K for the year ended December 31, 2019 for further discussion on the 2019 Plan.

Compensation expense for stock-based awards recognized during the three and nine months ended September 30, 2020 and 2019 was as follows (in thousands):

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019
Stock options	$	615	$	425	$	1,403	$	1,423
Restricted stock units and awards		1,266		1,146		3,761		3,228
Performance share units		604		288		1,601		607
Total stock-based compensation expense	$	2,485	$	1,859	$	6,765	$	5,258

Stock Options and Restricted Stock Units and Awards – The following table presents our stock options and restricted stock units and awards activity during the nine months ended September 30, 2020 (in thousands, except per share data):

	Stock Options					Restricted Stock Units and Awards
	Number of Options			Weighted Average Exercise Price Per Share		Number of Shares			Weighted Average Grant-Date Fair Value (1)
Outstanding at beginning of year		2,412		$	13.58		577		$	17.87
Granted		50		$	24.62		178		$	24.48
Exercised or released		(442	)	$	10.68		(276	)	$	16.74
Expired or canceled		(8	)	$	18.15		(9	)	$	20.96
Outstanding at September 30, 2020		2,012		$	14.47		470		$	20.97
Exercisable at September 30, 2020		1,540		$	13.34

(1) Represents weighted average market value of the shares; awards are granted at no cost to the recipients.

CBIZ utilized the Black-Scholes-Merton options pricing model to determine the fair value of stock options on the date of grant. The per-share fair value of stock options granted on August 6, 2020 was $5.79.

The following weighted average assumptions were utilized:

	Nine Months Ended September 30, 2020
Expected volatility (1)		27.27	%
Expected option life (years) (2)		4.67
Risk-free interest rate (3)		0.19	%
Expected dividend yield (4)		0.00	%

(1) The expected volatility assumption was determined based upon the historical volatility of CBIZ’s stock price, using daily price intervals.

(2) The expected option life was determined based upon CBIZ’s historical data using a midpoint scenario, which assumes all options are exercised halfway between the expiration date and the weighted average time it takes the option to vest.

(3) The risk-free interest rate assumption was based upon zero-coupon U.S. treasury bonds with a term approximating the expected life of the respective options.

(4) The expected dividend yield assumption was determined in view of CBIZ’s historical and estimated dividend payouts. CBIZ does not expect to change its dividend payout policy in the foreseeable future.

Performance Share Units (“PSUs”) – PSUs are earned based on our financial performance over a contractual term of three years and the associated expense is recognized over that period based on the fair value of the award. A three-year cliff vesting schedule of the PSUs is dependent upon the Company’s performance relative to pre-established goals based on an earnings per share target (weighted 70%) and total growth in revenue (weighted 30%). The fair value of PSUs is calculated using the market value of a share of our common stock on the date of grant. For performance achieved above specified levels, the recipient may earn additional shares of stock, not to exceed 200% of the number of PSUs initially granted.

The following table presents our PSU award activity during the nine months ended September 30, 2020 (in thousands, except per share data):

	Performance Share Units			Weighted Average Grant-Date Fair Value Per Unit
Outstanding at beginning of year		200		$	19.82
Granted		132		$	25.75
Vested		—		$	—
Adjustments for performance results		—		$	—
Canceled		(8	)	$	22.14
Outstanding at September 30, 2020		324		$	22.17