|6 Months Ended|
Jun. 30, 2022
Share Repurchase Program
In August 2021, the Company’s board of directors approved a share repurchase program which authorized the repurchase of the Company’s Class A Common Stock and Class B Common Stock at an aggregate cost of up to $40.0 million. In March 2022, the Company’s board of directors approved a $50.0 million increase in the aggregate cost of the Company’s Class A Common Stock and Class B Common Stock that may be repurchased under the share repurchase program. The Company repurchased and retired approximately 917,000 and 1,069,000 shares of Class A Common Stock during the three and six months ended June 30, 2022 for an aggregate purchase price of $26.1 million and $30.8 million, respectively. There were no repurchases during the three or six months ended June 30, 2021. The excess of cost over par value of the repurchased shares is recorded to additional paid in capital. As of June 30, 2022, $31.9 million remained available for the repurchase of shares under this share repurchase program. In July 2022, the Company repurchased and retired 843,358 shares of Class A Common Stock for a total price of $23.6 million in a private transaction.
Restricted Stock and Stock Option Plans
At the Company’s Annual Meeting of Shareholders held on July 21, 2021, the Company’s shareholders approved the Bluegreen Vacations Holding Corporation 2021 Incentive Plan (the “2021 Plan”), which allows for the issuance of up to 2,000,000 shares of the Company’s Class A Common Stock pursuant to restricted stock awards and options which may be granted under the 2021 Plan. The 2021 Plan also permits the grant of performance-based cash awards. During the six months ended June 30, 2022, the board approved restricted stock grants of 208,035 shares to certain executive officers and employees under the 2021 Plan. There were 468,439 shares of restricted stock granted to officers and employees under the 2021 Plan during the six months ended June 30, 2021. As of June 30, 2022 and 2021, 1,333,995 and 1,531,561, respectively, shares of Class A Common Stock remained available for grant under the 2021 Plan.
Restricted Stock Activity
The Company accounts for compensation cost for unvested time-based service condition restricted stock awards based on the fair value of the award on the measurement date, which is generally the grant date. The cost is recognized on a straight-line basis over the requisite service period of the award, with forfeitures recognized as incurred. The table below sets forth information regarding the Company’s unvested restricted stock award activity for the six months ended June 30, 2022 and 2021.
The table below sets forth information regarding the restricted stock awards granted during the six months ended June 30, 2022 and 2021.
(1)154,679 of the shares granted are scheduled to vest ratably in annual installments over 4 years and 53,356 of the shares granted are scheduled to cliff vest in January 2026, in each case subject to the terms and conditions of the 2021 Plan and the applicable award agreement.
(2)275,939 of the shares granted are scheduled to cliff vest in 4 years and 192,500 of the shares granted are scheduled to cliff vest in June 2031, in each case subject to the terms and conditions of the 2021 Plan and the applicable award agreement.
The aggregate grant date fair value of the awards granted in January 2022 and June 2021 was $6.2 million and $9.7 million, respectively. As of June 30, 2022, there was $13.1 million of unrecognized share-based compensation with a remaining weighted average period of 4.83 years.
The Company recognized restricted stock compensation expense included in selling general and administrative expenses in the Company’s unaudited consolidated statements of operations and comprehensive income related to its restricted stock awards of $0.8 million and $1.6 million during the three and six months ended June 30, 2022, respectively, and $0.2 million during both the three and six months ended June 30, 2021. There were no tax benefits recognized on restricted stock compensation expense for the awards granted in January 2022 or June 2021.
The entire disclosure for share-based payment arrangement.
Reference 1: http://www.xbrl.org/2003/role/disclosureRef