Atlanticus Holdings Corp Stock Compensation Disclosure
| 14. | Stock-Based Compensation |
We currently have two stock-based compensation plans, the Second Amended and Restated Employee Stock Purchase Plan (the "ESPP") and the Fourth Amended and Restated 2014 Equity Incentive Plan (the "Fourth Amended 2014 Plan"). Our ESPP provides that we may issue up to 500,000 shares of our common stock under the plan. Our Fourth Amended 2014 Plan provides that we may grant equity awards representing up to 5,750,000 options on or shares of our common stock to members of our Board of Directors, employees, consultants and advisors. The Fourth Amended 2014 Plan was approved by our shareholders in May 2019. As of December 31, 2024, 42,859 shares remained available for issuance under the ESPP and 1,963,602 shares remained available for issuance under the Fourth Amended 2014 Plan.
Exercises and vesting under our stock-based compensation plans resulted in no income tax-related charges to paid-in capital during the years ended December 31, 2024 and 2023.
Restricted Stock and Restricted Stock Units
During the years ended December 31, 2024 and 2023, we granted 205,301 shares and 148,546 shares of restricted stock and restricted stock units (net of any forfeitures), respectively, with aggregate grant date fair values of $6.3 million and $3.7 million, respectively. We incurred expenses of $3.8 million and $3.1 million during the years ended December 31, 2024 and 2023, respectively, related to restricted stock awards. When we grant restricted stock and restricted stock units, we defer the grant date value of the restricted stock and restricted stock unit and amortize that value (net of the value of anticipated forfeitures) as compensation expense with an offsetting entry to the paid-in capital component of our consolidated shareholders’ equity. Our restricted stock awards typically vest over a range of 12 to 60 months (or other term as specified in the grant which may include the achievement of performance measures) and are amortized to salaries and benefits expense ratably over applicable vesting periods. As of December 31, 2024, our unamortized deferred compensation costs associated with non-vested restricted stock awards were $6.5 million with a weighted-average remaining amortization period of 3.5 years. No forfeitures have been included in our compensation cost estimates based on historical forfeiture rates.
The table below includes additional information about outstanding restricted stock and restricted stock units:
| Number of Shares | Weighted Average Grant Date Fair Value | |||||||
| Outstanding at December 31, 2023 | 244,225 | $ | 32.75 | |||||
| Issued | 218,650 | $ | 30.96 | |||||
| Vested | (72,173 | ) | $ | 33.79 | ||||
| Forfeited | (13,349 | ) | $ | 31.44 | ||||
| Outstanding at December 31, 2024 | 377,353 | $ | 31.56 | |||||
Stock Options
The exercise price per share of the options awarded under the Fourth Amended 2014 Plan must be equal to or greater than the market price on the date the option is granted. The option period may not exceed 10 years from the date of grant. We had expense of $0.1 million and $0.7 million related to stock option-related compensation costs during the years ended December 31, 2024 and 2023, respectively. When applicable, we recognize stock option-related compensation expense for any awards with graded vesting on a straight-line basis over the vesting period for the entire award. The table below includes additional information about outstanding options:
| Number of Shares | Weighted Average Exercise Price | Weighted Average of Remaining Contractual Life (in years) | Aggregate Intrinsic Value | |||||||||||||
| Outstanding at December 31, 2023 | 223,406 | $ | 28.52 | |||||||||||||
| Issued | — | $ | — | |||||||||||||
| Exercised | (49,682 | ) | $ | 19.85 | ||||||||||||
| Expired/Forfeited | (13,333 | ) | $ | 27.48 | ||||||||||||
| Outstanding at December 31, 2024 | 160,391 | $ | 31.30 | 1.2 | $ | 3,926,942 | ||||||||||
| Exercisable at December 31, 2024 | 160,391 | $ | 31.30 | 1.2 | $ | 3,926,942 | ||||||||||
Information on stock options granted, exercised and vested is as follows (in thousands, except per share data):
| Year ended December 31, | ||||||||
| 2024 | 2023 | |||||||
| Weighted average fair value per share of options granted | N/A | N/A | ||||||
| Cash received from options exercised, net | $ | 984 | $ | 3,405 | ||||
| Aggregate intrinsic value of options exercised | $ | 1,566 | $ | 15,497 | ||||
| Grant date fair value of shares vested | $ | 1,071 | $ | 1,435 | ||||
No options were issued during the years ended December 31, 2024 and 2023. We had $0.0 million and $0.1 million of unamortized deferred compensation costs associated with non-vested stock options as of December 31, 2024 and 2023, respectively, with a weighted average remaining amortization period of 0.0 years as of December 31, 2024. Upon exercise of outstanding options, the Company issues new shares.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2024 | Mar 13, 2025 | Showing above |
| 2018 | Mar 27, 2019 | |
About Stock Compensation Disclosures
Stock-based compensation disclosures detail the equity awards granted to employees and executives — including stock options, restricted stock units (RSUs), and performance shares — along with the valuation methods and assumptions used to expense them. This section reveals the true cost of talent retention and the alignment between management incentives and shareholder interests.
Key signals: total unrecognized compensation expense and its expected recognition period signal future earnings headwinds from already-granted awards. For stock options, examine Black-Scholes assumptions — expected volatility, risk-free rate, and expected term — as understating any of these reduces reported compensation expense. Compare stock compensation expense as a percentage of revenue against peers to assess dilution cost. Watch vesting schedules for acceleration clauses tied to change-of-control events. Performance-based awards with undemanding targets may indicate weak governance. Add back stock compensation to operating cash flow to calculate a more conservative free cash flow figure.