Addus HomeCare Corp Stock Compensation Disclosure

11. Stock Options and Restricted Stock Awards

 

The Board approved the A&R 2017 Plan as of April 13, 2023, and our shareholders approved it as of June 14, 2023. The A&R 2017 Plan amended and restated our 2017 Omnibus Incentive Plan (the “2017 Plan”), which in turn was intended to replace our 2009 Stock Incentive Plan (the “2009 Plan”). All awards are now granted from the A&R 2017 Plan. Outstanding awards under the 2009 Plan will continue to be governed by the 2009 Plan and the agreements under which they were granted.

 

The A&R 2017 Plan allows us to grant performance-based incentive awards and equity-based awards (each, an “Award”) to eligible employees, directors and consultants in the form of Stock Options, Stock Appreciation Rights (“SARs”), Restricted Stock Restricted Stock Units, Performance Awards and Other Stock Unit Awards. The Board believes that the A&R 2017 Plan is necessary to continue the Company’s effectiveness in attracting, motivating and retaining employees, directors and consultants with appropriate experience and to increase the grantees’ alignment of interest with the Company’s shareholders.

 

Under the A&R 2017 Plan, Awards may be made in shares of our common stock. Subject to adjustment as provided by the terms of the A&R 2017 Plan, the maximum aggregate number of shares of common stock with respect to which awards may be granted under the A&R 2017 Plan is 864,215, comprised of 274,215 shares (the number of shares that were available for issuance under the 2017 Plan as of April 13, 2023) and 590,000 shares (the number of shares newly authorized by the Company’s shareholders upon their approval of the A&R 2017 Plan).. The aggregate awards granted during any calendar year to any single Participant cannot exceed 500,000 shares subject to stock options or SARs. These individual annual limitations are cumulative in that any shares of common stock or cash for which Awards are permitted to be granted to a Participant during a fiscal year are not covered by an Award in that fiscal year (such shortfall, the “Shortfall Amount”), the number of shares of common stock (or amount of cash, as the case may be) will automatically increase in the subsequent fiscal years during the term of the A&R 2017 Plan until the earlier of the time when the Shortfall Amount has been granted to the Participant, or the end of the third fiscal year following the year to which such Shortfall Amount relates. At December 31, 2025, there were 447,366 shares of common stock available for future grant under the A&R 2017 Plan.

 

Awards made under the 2017 Plan (and the 2009 Plan) that are forfeited, canceled, settled in cash or otherwise terminated without a distribution of shares to a Participant will be deemed available for Awards under the A&R 2017 Plan; provided, that the A&R 2017 Plan explicitly prohibits shares withheld for payment of taxes for awards, the exercise price for appreciation awards, shares acquired with the proceeds of appreciation awards, and shares from stock settled SARs from being added back to the share reserve. Stock options are awarded with an exercise price equal to the fair market value based on the closing price of our common stock on the date of grant. Options granted typically vest over a service period ranging from three to four years and expire ten years from the date of grant. Restricted shares typically vest over a service period ranging from one to four years and expire ten years from date of grant.

 

Stock options are awarded with an exercise price equal to the fair market value based on the closing price of our common stock on the date of grant. Options granted typically vest over a service period ranging from three to four years and expire ten years from the date of grant. Restricted shares typically vest over a service period ranging from one to four years and expire ten years from date of grant.

 

The exercise prices of stock options outstanding on December 31, 2025, range from $34.05 to $92.00. Restricted stock awards are full-value awards.

 

Stock Options

 

A summary of stock option activity for the year ended December 31, 2025 follows:

 

		Options (Amounts in Thousands)				Weighted Average Exercise Price				Weighted Average Remaining Contractual Terms (Years)
Outstanding, beginning of period			406			$	43.51				3.2
Granted			—				—
Exercised			(110	)			22.52
Forfeited/Cancelled			—				—
Outstanding, end of period			296			$	51.31				2.9
Exercisable, end of period			286			$	50.08				2.8

 

The Company did not grant any stock options during 2025, 2024, or 2023.

 

Stock option compensation expense totaled $0.4 million, $0.5 million and $0.9 million for the years ended December 31, 2025, 2024 and 2023, respectively. As of December 31, 2025, there was $0.1 million of total unrecognized compensation cost that is expected to be recognized over a weighted average period of 0.2 years.

 

The intrinsic value of exercisable and outstanding stock options was $16.4 million and $16.6 million, respectively, as of December 31, 2025.

 

As of December 31, 2025, there were 286,195 and 9,500 shares of stock options vested and unvested, respectively.

 

The intrinsic value of stock options exercised during the years ended December 31, 2025, 2024 and 2023 was $10.3 million, $3.0 million and $0.8 million, respectively.

 

Restricted Stock Awards

 

A summary of unvested restricted stock awards activity and weighted average grant date fair value for the year ended December 31, 2025 follows:

 

		Restricted Stock Awards (Amounts in Thousands)				Weighted Average Grant Date Fair Value
Unvested restricted stock awards, beginning of period			244			$	91.33
Awarded			265				104.25
Vested			(123	)			90.47
Forfeited			(5	)			98.33
Unvested restricted stock awards, end of period			381			$	100.52

 

The fair value of restricted stock awards that vested during the year ended December 31, 2025, was $13.5 million.

Restricted stock award compensation expense totaled $16.0 million, $10.7 million and $9.4 million for the years ended December 31, 2025, 2024 and 2023, respectively. As of December 31, 2025, there was $24.0 million of total unrecognized compensation cost that is expected to be recognized over a weighted average period of 1.7 years.