RETIREMENT AND LONG-TERM INCENTIVE PLANS |
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| Share Based Payments And Retirement Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| RETIREMENT AND LONG-TERM INCENTIVE PLANS |
6. RETIREMENT AND LONG-TERM INCENTIVE PLANS Defined Contribution Plan We sponsor a defined contribution plan for eligible employees that is qualified under Section 401(k) of the Internal Revenue Code, which includes voluntary employee pre-tax contributions and Company-matching contributions, with potential additional discretionary contributions determined by our Board of Directors (“Board”). During 2023 and 2022, we contributed $0.7 million and $0.7 million, respectively, to the plan. Long-Term Incentive Plans Under our long-term incentive plans (“Incentive Plans”), the Compensation Committee of our Board may grant cash-based and equity-based awards to eligible employees and non-employee directors, including restricted stock unit (“RSU”) awards (both time-based and performance-based), stock option awards and cash-based performance awards. The Compensation Committee determines the amount of each award, as well as the terms, conditions, performance measures and other provisions of the award. Under our Incentive Plans, the maximum number of shares that may be granted to any one officer or employee during any single calendar year is 300,000. At December 31, 2023, we had 1,146,746 authorized shares available for future issuance under our Incentive Plans. RSU Awards – An RSU represents the right to receive one share of our common stock upon vesting, or the equivalent cash value on the vesting date if the award is cash-settled. RSUs are subject to transfer restrictions, forfeiture provisions and other terms and conditions of the Incentive Plans and applicable award agreements. Forfeitures are recognized as they occur.
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Time-based RSU Awards – Outstanding time-based RSU awards to our non-employee directors and employees have a one-year or three-year, respectively, graded vesting period. The fair value for these awards was determined based upon the closing price of our stock on the date of grant applied to the total number of units granted. The fair value is expensed over the applicable vesting period on a straight-line basis.
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Performance-based RSU Awards – Outstanding performance-based RSU awards to our employees have a three-year graded vesting period. These awards provide that the number of shares of common stock ultimately issued will be between 0% and 200% of the target award based on the achievement of performance targets attributable to the year in which the awards are made, up to the maximum per person limit, with any excess shares earned payable in cash. The fair value for these awards was determined based upon the closing price of our stock on the date of grant applied to the total number of units anticipated to be granted based on the performance targets achieved. This fair value is expensed over the applicable vesting period using the graded vesting method. As a result of the performance targets achieved for 2021, one award recipient’s performance-based RSU awards were subject to partial cash-settlement (“Cash-Settled RSUs”) as described above. Accordingly, we account for this portion of the awards as liability-classified awards, with changes in the fair value of the awards reflected within general and administrative expense on our Statement of Operations over the vesting period. Compensation expense for our Cash-Settled RSUs was not significant for 2023 and was $0.1 million for 2022. During 2023 and 2022, $0.1 million and $0.1 million, respectively, was paid related to our Cash-Settled RSUs.
A summary of activity for our RSU awards (excluding Cash-Settled RSUs) for 2023 and 2022 is as follows:
Compensation expense for our RSU awards was $2.0 million and $2.3 million for 2023 and 2022, respectively, and is included in general and administrative expense and cost of revenue, as applicable, on our Statement of Operations. At December 31, 2023, we had $1.9 million of unrecognized compensation expense related to our RSU awards. This cost is expected to be recognized over a weighted-average period of 1.5 years. The total fair value of RSU awards granted during 2023 and 2022 was $1.9 million and $2.0 million, respectively, and the total fair value of RSU awards that vested during 2023 and 2022 was $1.6 million and $1.6 million, respectively. The income tax benefit (expense) associated with our share-based compensation arrangements was not significant for 2023 or 2022. Stock Option Awards and Cash-based Performance Awards – At December 31, 2023, we had no outstanding stock option awards or cash-based performance awards and no such awards were made during 2023 or 2022. |
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