Equity |
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Equity |
10. Equity
Share Repurchases
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 program. During the three months ended March 31, 2023, the Company did not repurchase or retire any shares of Class A Common Stock or Class B Common Stock. During the three months ended March 31, 2022, the Company repurchased and retired approximately 152,000 shares of Class A Common Stock, for an aggregate purchase price of $4.7 million. The excess of cost over par value of the repurchased shares is recorded to additional paid in capital. As of March 31, 2023, $8.3 million remained available for the repurchase of shares under this share repurchase program.
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 allows for the grant of performance-based cash awards. During the three months ended March 31, 2023, the Company granted restricted stock awards of 318,811 shares to certain executive officers and employees under the 2021 Plan, of which 150,000 restricted shares are scheduled to cliff vest in January 2027 and 168,811 restricted shares are scheduled to vest ratably over 4 years, in each case subject to the terms and conditions of the 2021 Plan and the applicable award agreement. There were 208,035 shares of restricted stock granted to officers and employees under the 2021 Plan during the three months ended March 31, 2022. As of March 31, 2023, 791,862 shares 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 three months ended March 31, 2023 and 2022:
The table below sets forth information regarding the restricted stock awards granted during the three months ended March 31, 2023 and March 31, 2022.
(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)150,000 of the shares are scheduled to cliff vest in January 2027 and 168,811 of the shares are scheduled to vest ratably over 4 years, 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 2023 was $8.9 million. As of March 31, 2023, there was $22.7 million of unrecognized share-based compensation with a remaining weighted average period of 4.15 years. Restricted stock compensation expense is included in selling general and administrative expenses in the Company’s unaudited consolidated statements of operations and comprehensive income.
Restricted stock compensation was $1.5 million during the three months ended March 31, 2023 and $0.7 million during the three months ended March 31, 2022. No tax benefits have been recognized on restricted stock awards.
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