EQUITY COMPENSATION PLANS AND SHARE-BASED COMPENSATION
The Company has previously adopted equity and share-based compensation plans to attract and retain executive officers, directors and key employees. Under these plans, the Company may grant qualified and non-qualified stock options, stock appreciation rights, restricted stock and restricted stock unit awards to executive officers, directors and other key employees. At December 31, 2025, 2,449,000 shares were reserved for future grants to all employees and directors under the plans.

Restricted Stock Unit Awards

The Company has granted time-based and performance-based restricted stock units under the Company’s equity and share-based incentive compensation plans. The restricted stock units are settled in shares of common stock upon vesting and the Company typically issues treasury shares to satisfy vested restricted stock unit awards. The grant date fair value of restricted stock units is based on the Company’s closing stock price on the day of the grant (or subsequent award modification date, if applicable), and the grant date fair value of performance-based awards is based on the maximum amount of the award expected to be achieved. The amount attributable to award grants is amortized to expense over the vesting periods.

The Company granted performance-based awards in 2025, 2024 and 2023 to certain senior executive officers. The performance period for these awards is the three-year cumulative period beginning on January 1 of the respective grant year. The performance goals for these grants include net income, adjusted for certain non-core and/or non-recurring items, AFF adjusted EBITDA and the Company’s total shareholder return relative to a peer group over the respective three-year cumulative period. The Company’s level of achievement of the performance goals at the end of each respective performance period will result in awards being earned between 0% and 150% of the target share award.

The Company granted time-based awards in 2025, 2024 and 2023 to certain executive officers, directors and key employees of the Company which generally vest, subject to continued employment with the Company, over one, three or five-year periods from the grant date depending upon role and title.
The following table summarizes the restricted stock unit award activity for the years ended December 31, 2025, 2024 and 2023 (shares in thousands):

202520242023
Weighted-Weighted-Weighted-
AverageAverageAverage
UnderlyingFair ValueUnderlyingFair ValueUnderlyingFair Value
Sharesof GrantSharesof GrantSharesof Grant
Outstanding at beginning of year376 $101.98 369 $80.68 435 $67.38 
Performance-based grants (1)
117 111.94 102 114.77 107 91.76 
Time-based grants94 111.94 87 114.77 93 91.76 
Performance-based vested(100)91.76 (114)69.78 (211)65.54 
Time-based vested(88)94.86 (58)78.01 (45)69.97 
Performance-based canceled(7)91.76 (6)69.78 (10)72.37 
Time-based canceled  (4)91.47 — — 
Outstanding at end of year392 $112.24 376 $101.98 369 $80.68 

(1)Represents the maximum possible award. The Company’s level of achievement of the respective performance goals will result in actual vesting of between zero shares and the maximum share award.

Restricted stock unit awards vesting in 2025, 2024 and 2023 had an aggregate intrinsic value of $29.7 million, $18.0 million and $20.6 million, respectively, based on the closing price of the Company’s stock on the date of vesting. The outstanding award units had an aggregate intrinsic value of $62.5 million at December 31, 2025.

Share-Based Compensation Expense

The Company’s net income includes the following compensation costs related to restricted stock unit awards (in thousands):

Year Ended December 31,
202520242023
Gross compensation expense of restricted stock unit awards$20,250 $14,786 $13,674 
Income tax benefit of restricted stock unit awards(304)(292)(605)
Net compensation expense of restricted stock unit awards$19,946 $14,494 $13,069 
As of December 31, 2025, the total compensation cost related to non-vested restricted stock unit awards not yet recognized was $20.3 million (based on maximum possible award vesting) and is expected to be recognized over the weighted-average period of 1.4 years.

Historical Timeline

Fiscal YearFiled
2025Feb 9, 2026Showing above
2019Feb 3, 2020
2018Feb 5, 2019
2017Feb 20, 2018
2016Mar 1, 2017
2015Feb 17, 2016

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.