SHARE-BASED COMPENSATION |
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Share-Based Payment Arrangement [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION Share-Based Compensation Expense Share-based compensation expense, which is included in general and administrative expenses on our consolidated statements of income and comprehensive income, is summarized as follows:
(1) Expense for the three months ended March 31, 2025 includes the 2025, 2024, 2023, 2022, and 2021 LTI Plans. (2) Expense for the three months ended March 31, 2025 includes the 2025, 2024, 2023, 2022, 2021, and 2020 LTI Plans. Equity award activity during the three months ended March 31, 2025 included: (i) 575,574 LTIP Units granted, (ii) 568,035 LTIP Units vested, (iii) 247,874 LTIP Units earned upon completion of the 2022 LTI Plan, (iv) 36,602 restricted shares granted, (v) 33,767 restricted shares vested, (vi) 27,320 restricted shares forfeited, and (vii) 2,516 LTIP Units forfeited. 2025 Long-Term Incentive Plan On January 31, 2025, the Company established the 2025 Long-Term Incentive Plan (“2025 LTI Plan”) under the 2024 Omnibus Share Plan. The plan is a multi-year, equity compensation program under which participants, including our Chairman and Chief Executive Officer, receive awards in the form of LTIP Units that, with respect to one half of the program, vest based solely on the passage of time. With respect to the other half of the program, the awards are earned and vest if certain relative and absolute total shareholder return (“TSR”) and/or funds from operations (“FFO”) and same-property net operating income (“SP NOI”) growth targets are achieved by the Company over a three-year performance period. As part of the 2025 LTI Plan, participants other than our named executive officers may receive restricted stock awards or LITP unit awards subject to a three-year vesting period. The total grant date fair value under the 2025 LTI Plan was $8.8 million, comprising both performance-based and time-based awards as described further below: Performance-based awards For the performance-based awards under the 2025 LTI Plan, participants have the opportunity to earn awards in the form of LTIP Units if Urban Edge’s absolute and/or relative TSR meets certain criteria over the three-year performance measurement period beginning on January 31, 2025 and ending on January 30, 2028. Participants also have the opportunity to earn awards in the form of LTIP Units if Urban Edge’s FFO growth component and SP NOI growth component meets certain criteria over the three-year performance measurement period beginning January 1, 2025 and ending on December 31, 2027. The Company granted performance-based awards under the 2025 LTI Plan representing 260,405 units. The fair value of the performance-based award portion of the 2025 LTI Plan on the grant date was $3.8 million using a Monte Carlo simulation to estimate the fair value of the Absolute and Relative components through a risk-neutral premise. Assumptions include historical volatility (27.1%), risk-free interest rates (4.4%), and historical daily return as compared to certain peer companies. Time-based awards The time-based awards granted under the 2025 LTI Plan, also granted in the form of LTIP Units, vest ratably over three years except in the case of our Chairman and Chief Executive Officer, where the vesting is ratable over four years. As of March 31, 2025, the Company granted time-based awards under the 2025 LTI Plan that represent 223,181 LTIP Units with a grant date fair value of $4.3 million.
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