v3.26.3
Stockholders' Equity
 9 Months Ended
Sep. 30, 2026
Equity [Abstract]  
Stockholders' Equity

NOTE 8. — STOCKHOLDERS’ EQUITY

A summary of the changes in stockholders’ equity for the three and nine months ended September 30, 2026 and 2025 is as follows (in thousands except per share amounts):

 

 

 

Common Stock

 

 

Additional
Paid-in

 

 

Dividends
Paid in Excess

 

 

 

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

of Earnings

 

 

Total

 

Balance, June 30, 2026

 

 

61,932

 

 

$

619

 

 

$

1,291,644

 

 

$

(169,759

)

 

$

1,122,504

 

Net earnings

 

 

—

 

 

 

—

 

 

 

—

 

 

 

25,606

 

 

 

25,606

 

Accumulated other comprehensive income

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Dividends declared — $0.485 per share

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(33,342

)

 

 

(33,342

)

Shares issued pursuant to Equity Offering, net

 

 

4,000

 

 

 

40

 

 

 

128,207

 

 

 

 

 

 

128,247

 

Shares issued pursuant to ATM Program, net

 

 

1,100

 

 

 

11

 

 

 

36,269

 

 

 

—

 

 

 

36,280

 

Shares issued pursuant to dividend reinvestment

 

 

1

 

 

 

—

 

 

 

11

 

 

 

—

 

 

 

11

 

Stock-based compensation and settlements

 

 

90

 

 

 

1

 

 

 

(1,445

)

 

 

—

 

 

 

(1,444

)

Balance, September 30, 2026

 

 

67,123

 

 

$

671

 

 

$

1,454,686

 

 

$

(177,495

)

 

$

1,277,862

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2025

 

 

59,816

 

 

$

598

 

 

$

1,229,340

 

 

$

(157,809

)

 

$

1,072,129

 

Net earnings

 

 

 

 

 

 

 

 

 

 

 

74,820

 

 

 

74,820

 

Accumulated other comprehensive income

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Dividends declared — $1.455 per share

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(94,506

)

 

 

(94,506

)

Shares issued pursuant to Equity Offering, net

 

 

4,000

 

 

 

40

 

 

 

128,207

 

 

 

 

 

 

128,247

 

Shares issued pursuant to ATM Program, net

 

 

3,211

 

 

 

32

 

 

 

95,960

 

 

 

—

 

 

 

95,992

 

Shares issued pursuant to dividend reinvestment

 

 

1

 

 

 

—

 

 

 

44

 

 

 

—

 

 

 

44

 

Stock-based compensation and settlements

 

 

95

 

 

 

1

 

 

 

1,135

 

 

 

—

 

 

 

1,136

 

Balance, September 30, 2026

 

 

67,123

 

 

$

671

 

 

$

1,454,686

 

 

$

(177,495

)

 

$

1,277,862

 

 

 

 

Common Stock

 

 

Accumulated
Other
Comprehensive

 

 

Additional
Paid-in

 

 

Dividends
Paid In Excess

 

 

 

 

 

 

Shares

 

 

Amount

 

 

Income

 

 

Capital

 

 

Of Earnings

 

 

Total

 

Balance, June 30, 2025

 

 

56,592

 

 

$

566

 

 

$

(2,054

)

 

$

1,134,349

 

 

$

(150,439

)

 

$

982,422

 

Net earnings

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

23,348

 

 

 

23,348

 

Accumulated other comprehensive income

 

 

—

 

 

 

—

 

 

 

248

 

 

 

—

 

 

 

—

 

 

 

248

 

Dividends declared — $0.47 per share

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(27,934

)

 

 

(27,934

)

Shares issued pursuant to Equity Offering, net

 

 

1,150

 

 

 

11

 

 

 

—

 

 

 

32,456

 

 

 

—

 

 

 

32,467

 

Shares issued pursuant to ATM Program, net

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Shares issued pursuant to dividend reinvestment

 

 

—

 

 

 

—

 

 

 

—

 

 

 

16

 

 

 

—

 

 

 

16

 

Stock-based compensation/settlements

 

 

—

 

 

 

—

 

 

 

—

 

 

 

1,790

 

 

 

—

 

 

 

1,790

 

Balance, September 30, 2025

 

 

57,742

 

 

$

577

 

 

$

(1,806

)

 

$

1,168,611

 

 

$

(155,025

)

 

$

1,012,357

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2024

 

 

55,027

 

 

$

550

 

 

$

(1,864

)

 

$

1,088,390

 

 

$

(124,993

)

 

$

962,083

 

Net earnings

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

52,148

 

 

 

52,148

 

Accumulated other comprehensive income

 

 

—

 

 

 

—

 

 

 

58

 

 

 

—

 

 

 

—

 

 

 

58

 

Dividends declared — $1.41 per share

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(82,180

)

 

 

(82,180

)

Shares issued pursuant to Equity Offering, net

 

 

2,300

 

 

 

23

 

 

 

—

 

 

 

65,250

 

 

 

—

 

 

 

65,273

 

Shares issued pursuant to ATM Program, net

 

 

407

 

 

 

4

 

 

 

—

 

 

 

10,895

 

 

 

—

 

 

 

10,899

 

Shares issued pursuant to dividend reinvestment

 

 

1

 

 

 

—

 

 

 

—

 

 

 

48

 

 

 

—

 

 

 

48

 

Stock-based compensation/settlements

 

 

7

 

 

 

—

 

 

 

—

 

 

 

4,028

 

 

 

—

 

 

 

4,028

 

Balance, September 30, 2025

 

 

57,742

 

 

$

577

 

 

$

(1,806

)

 

$

1,168,611

 

 

$

(155,025

)

 

$

1,012,357

 

 

On March 2, 2026, our Board of Directors granted 276,225 restricted stock units (“RSU” or “RSUs”), under our Third Amended and Restated 2004 Omnibus Incentive Compensation Plan. On March 1, 2025, our Board of Directors granted 293,605 RSUs under our Third Amended and Restated 2004 Omnibus Incentive Compensation Plan.

Equity Offering

In February 2026, we completed a follow-on public offering of 4.0 million shares of common stock in connection with forward sale agreements. During the three months ended September 30, 2026, we settled all 4.0 million shares and realized net proceeds of $128.2 million after deducting fees and expenses and making certain other adjustments as provided in the equity distribution agreement.

In July 2024, we completed a follow-on public offering of 4.0 million shares of common stock in connection with forward sale agreements. During the year ended December 31, 2025, we settled all 4.0 million shares and realized net proceeds of $113.6 million after deducting fees and expenses and making certain other adjustments as provided in the equity distribution agreement.

ATM Program

In February 2023, we established and, in February 2024, we amended, an at-the-market equity offering program (the “ATM Program”), pursuant to which we are able to issue and sell shares of our common stock with an aggregate sales price of up to $350.0 million through a consortium of banks acting as our sales agents or acting as forward sellers on behalf of any forward purchasers pursuant to forward sale agreements. Sales of the shares of common stock may be made, as needed, from time to time in at-the-market offerings as defined in Rule 415 of the Securities Act, including by means of ordinary brokers’ transactions on the New York Stock Exchange or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or as otherwise agreed to with the applicable agent. Sales of common stock under our ATM Program, if any, will depend on a variety of factors to be determined by us from time to time, including among others, market conditions, the trading price of our common stock, determinations by us of the appropriate sources of funding for us and potential uses of funding available to us.

The use of forward sale agreements allow us to establish a share price for the sale of shares of common stock at the time the forward sale agreements become effective, but defer receiving the proceeds from the sale of shares of common stock until a later date. To account for the forward sale agreements, we considered the accounting guidance governing financial instruments and derivatives. To date, we have concluded that our forward sale agreements are not liabilities as they do not embody obligations to repurchase our shares nor do they embody obligations to issue a variable number of shares for which the monetary value are predominantly fixed, varying with something other than the fair value of the shares, or varying inversely in relation to our shares.

We also evaluated whether the forward sale agreements meet the derivatives and hedging guidance scope exception to be accounted for as equity instruments. We concluded that the forward sale agreements are classifiable as equity contracts based on the following assessments: (i) none of the agreements’ exercise contingencies that are based on observable markets or indices besides those related to the market for our own stock price and operations, and (ii) none of the settlement provisions precluded the agreements from being indexed to our own stock.

We also consider the potential dilution resulting from the forward sale agreements on our earnings per share calculations. We use the treasury stock method to determine the dilution resulting from the forward sale agreements during the period of time prior to settlement.

ATM Direct Issuances

During the nine months ended September 30, 2026 and September 30, 2025, no shares of common stock were issued under the ATM Program.

ATM Forward Agreements

During the three and nine months ended September 30, 2026, we settled 1,100,000 and 3,210,545 shares of common stock, respectively, subject to outstanding forward sale agreements, and realized net proceeds of $36.4 million and $96.1 million, respectively, after deducting fees and expenses and making certain other adjustments as provided in the equity distribution agreement. During the three months ended September 30, 2025, no shares of common stock were settled, and during the nine months ended September 30, 2025, we settled 406,727 shares of common stock subject to outstanding forward sale agreements, and realized net proceeds of $10.9 million after deducting fees and expenses and making certain other adjustments as provided in the equity distribution agreement.

 

The following table summarizes activity under our ATM Program in connection with forward sale agreements for the nine months ended September 30, 2026 and 2025 ($ in thousands):

 

 

 

 

 

For the Nine Months Ended September 30, 2026

 

 

As of September 30, 2026

 

Period Entered into Forward Sale Agreements

Shares Sold

 

 

Shares Settled

 

 

Net Proceeds Received

 

 

Shares Remaining

 

 

Anticipated Gross Proceeds Remaining

 

Three Months Ended December 31, 2024 (a)

 

992,696

 

 

 

650,000

 

 

$

19,922

 

 

 

—

 

 

$

—

 

Three Months Ended September 30, 2025

 

1,018,695

 

 

 

1,018,695

 

 

 

27,548

 

 

 

—

 

 

 

—

 

Three Months Ended December 31, 2025

 

441,850

 

 

 

441,850

 

 

 

12,242

 

 

 

—

 

 

 

—

 

Three Months Ended June 30, 2026

 

1,812,000

 

 

 

1,100,000

 

 

 

36,370

 

 

 

712,000

 

 

 

23,817

 

Three Months Ended September 30, 2026

 

836,457

 

 

 

—

 

 

 

—

 

 

 

836,457

 

 

 

28,022

 

Total

 

5,101,698

 

 

 

3,210,545

 

 

$

96,082

 

 

 

1,548,457

 

 

$

51,839

 

 

(a) 342,696 shares were settled during the three months ended December 31, 2025.

 

 

 

 

 

For the Nine Months Ended September 30, 2025

 

 

As of September 30, 2025

 

Period Entered into Forward Sale Agreements

Shares Sold

 

 

Shares Settled

 

 

Net Proceeds Received

 

 

Shares Remaining

 

 

Anticipated Gross Proceeds Remaining

 

Three Months Ended June 30, 2024

 

406,727

 

 

 

406,727

 

 

$

10,899

 

 

 

—

 

 

$

—

 

Three Months Ended December 31, 2024

 

992,696

 

 

 

—

 

 

 

—

 

 

 

992,696

 

 

 

32,277

 

Three Months Ended September 30, 2025

 

1,018,695

 

 

 

—

 

 

 

—

 

 

 

1,018,695

 

 

 

28,950

 

Total

 

2,418,118

 

 

 

406,727

 

 

$

10,899

 

 

 

2,011,391

 

 

$

61,227

 

 

We expect to settle outstanding forward sale agreements, typically within 12 months of the respective agreement dates, via physical delivery of the outstanding shares of common stock in exchange for cash proceeds, although we may elect cash settlement or net share settlement for all or a portion of our obligations under the forward sale agreements, subject to certain conditions.

Dividends

For the nine months ended September 30, 2026, we paid regular quarterly dividends of $91.0 million or $1.455 per share. For the nine months ended September 30, 2025, we paid regular quarterly dividends of $80.8 million or $1.41 per share.

Dividend Reinvestment Plan

Our dividend reinvestment plan provides our common stockholders with a convenient and economical method of acquiring additional shares of common stock by reinvesting all or a portion of their dividend distributions. During the nine months ended September 30, 2026 and 2025, we issued 1,397 and 1,709 shares of common stock, respectively, under the dividend reinvestment plan and received proceeds of approximately $44 thousand and $48 thousand, respectively.

Stock-Based Compensation

Stock-based compensation expense using the fair value method was $4.3 million and $5.2 million for the nine months ended September 30, 2026 and 2025, respectively, and is included in general and administrative expense on our consolidated statements of operations.