v3.26.3
Note 10 - Stock-based Compensation
9 Months Ended
Sep. 30, 2026
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

Note 10. Stock-Based Compensation 

 

On May 19, 2026, the Company’s stockholders approved the 2026 Equity Incentive Plan (the “2026 Plan”). Upon stockholder approval, the 2026 Plan replaced all prior equity incentive plans, and no further awards will be granted under any previous plans. The 2026 Plan authorized 1,500,000 shares of common stock for issuance, which may be granted in the form of stock options (qualified or non-qualified), restricted stock, restricted stock units, or performance units. The Company intends to issue all shares under the 2026 Plan from newly issued shares of common stock. As of September 30, 2026, the 2026 Plan was the Company’s only active equity plan, with 1,467,136 shares remaining available for future grant.

 

As of September 30, 2026 and December 31, 2025, the Company had no outstanding stock options. Restricted stock and deferred stock units generally vest over a three-year period, with one-third vesting annually beginning one year after the grant date. These awards also provide for accelerated vesting upon a change in control. Grants to new employees and board members may feature shorter vesting schedules. Performance units typically feature a three-year cliff vesting or accelerate upon a change of control. The Company accounts for forfeitures as they occur by reversing previously recognized compensation expense. Restricted stock grants carry the same dividend and voting rights as common stock, while options, performance units, and deferred stock units do not.

 

All awards are issued at the fair value of the underlying shares on the grant date. The Company expenses the cost of the awards, which is determined to be the fair market value of the awards at the date of grant, ratably, over the vesting or measurement period. Forfeiture rates are not estimated but are recorded as incurred. Stock-based compensation expense for the nine months ended  September 30, 2026 and  September 30, 2025 was $4.5 million and $3.8 million, respectively. 

 

Activity in the Company’s restricted stock for the nine months ended September 30, 2026 was as follows:

 

 

 

Nonvested Shares

 

 

Weighted Average Grant Date Fair Value

 

Nonvested as of December 31, 2025

 

 

110,349

 

 

$20.25

 

Granted

 

 

81,291

 

 

 

27.64

 

Vested

 

 

(71,573)

 

 

21.81

 

Forfeited/cancelled/expired

 

 

(8,279)

 

 

22.84

 

Nonvested as of September 30, 2026

 

 

111,788

 

 

$24.43

 

 

 

As of  September 30, 2026, there was approximately $1.9 million of total unrecognized compensation cost related to nonvested restricted stock granted. The cost is expected to be recognized over a weighted average period of 1.1 years.

 

A summary of the status of unearned performance unit awards and the change during the period is presented in the table below:

 

 

 

Units (expected)

 

 

Units (maximum)

 

 

Weighted Average Grant Date Fair Value

 

Unearned as of December 31, 2025

 

 

216,151

 

 

 

 

 

 

$20.87

 

Awarded

 

 

85,482

 

 

 

 

 

 

 

26.27

 

Change in estimate

 

 

6,513

 

 

 

 

 

 

 

17.93

 

Vested shares

 

 

(45,746)

 

 

 

 

 

 

17.93

 

Forfeited/cancelled/expired

 

 

(12,954)

 

 

 

 

 

 

21.36

 

Unearned as of September 30, 2026

 

 

249,446

 

 

 

382,501

 

 

$23.16

 

 

As of  September 30, 2026, the specific number of shares related to performance units that were expected to vest was 249,446, determined by actual performance in consideration of the established range of the performance targets, which is consistent with the level of expense currently being recognized over the vesting period. Should this expectation change, additional compensation expense could be recorded in future periods or previously recognized expense could be reversed. As of  September 30, 2026, the maximum number of performance units that ultimately could vest if performance targets were exceeded is 382,501. During the nine months ended September 30, 2026, 45,746 shares vested. A total of 24,582 shares were netted from the vested shares to satisfy employee tax obligations. The net shares issued from vesting of performance units during the nine months ended  September 30, 2026 were 21,164 shares. As of  September 30, 2026, compensation cost of approximately $2.7 million related to non-vested performance units not yet recognized is expected to be recognized over a weighted average period of 1.9 years.

 

A summary of the status of unearned deferred stock units and the changes in deferred stock units during the period is presented in the table below:

 

 

 

Units (expected)

 

 

Weighted Average Grant Date Fair Value

 

Unearned as of December 31, 2025

 

 

170,482

 

 

$21.50

 

Awarded

 

 

111,561

 

 

 

26.15

 

Vested shares

 

 

(92,170)

 

 

20.07

 

Forfeited/cancelled/expired

 

 

(6,389)

 

 

22.21

 

Unearned as of September 30, 2026

 

 

183,484

 

 

$25.02

 

 

Forfeitures are recognized as they occur as a reversal of previously recognized compensation expense. A portion of the shares that vest will be netted out to satisfy the tax obligations of the recipient. During the nine months ended September 30, 2026, 92,170 shares vested. A total of 49,321 shares were netted from the vested shares to satisfy employee tax obligations. The net shares issued from vesting of deferred stock units during the nine months ended September 30, 2026 were 42,849 shares. As of  September 30, 2026, compensation cost of approximately $2.3 million related to non-vested deferred stock units, not yet recognized, is expected to be recognized over a weighted average period of 1.6 years.