SENSIENT TECHNOLOGIES CORPSXT
SENSIENT TECHNOLOGIES CORP Stock Compensation Disclosure
8. Share-Based Compensation
In April 2022, the shareholders of the Company approved the Amended and Restated 2017 Stock Plan
authorizing 2.15 million shares for issuance as non-vested stock in the form of restricted stock, restricted stock units, performance
stock units, non-qualified stock options, incentive stock options, and stock appreciation rights. As of December 31, 2025, there were 0.5
million shares available to issue as non-vested stock under the Company’s Amended and Restated 2017 Stock Plan. The Company may also issue up to 0.2 million shares of stock pursuant to its 1999 Amended and Restated Directors Deferred Compensation Plan.
The Company recognizes expense for shares of non-vested stock over a three-year
vesting period with a pro-rata vesting upon retirement. During the period of restriction, the holder of non-vested stock has voting rights and is entitled to receive
all dividends and other distributions paid with respect to the stock. The holders of performance stock units are not entitled to vote or receive dividends and other distributions paid
with respect to the stock, until the units have vested and shares of stock issued.
Grants issued to elected officers consist of 60% performance
stock unit awards and 40% non-vested restricted stock awards. The performance stock unit awards are based on a three-year performance period and a three-year
vesting period with a pro-rata vesting upon retirement. Starting with the December 2024 grant, grants issued to certain business unit leaders also consist of 60% performance stock unit awards and 40% non-vested restricted stock awards, in each case as described
above. Three-year performance that exceeds the stated performance metrics, would result in an award up to 150% of the original grant for business unit leaders and up to 200% for elected officers. For the December 2025 performance stock grant to elected officers, enhanced payout levels were included to allow for additional payouts up to 2.5 times the 200% payout level, if the stated enhanced performance criteria are met.
The Company expenses awards for non-vested stock, including time-vesting stock and performance stock units, based on the fair value of the Company’s common stock at the
date of the grant. The Company recognizes the impact from forfeitures as they occur.
The December 2019, December 2020, and December 2021 performance stock unit awards, which were based on the three-year performance period of
January 1, 2020 to December 31, 2022, January 1, 2021 to December 31, 2023, and January 1, 2022 to December 31, 2024, respectively, exceeded the stated performance metrics, which resulted in an award payout of 200%, 124%, and 102%, respectively, of the original grant upon vesting in February 2023, February 2024, and February 2025, respectively.
The following table summarizes the non-vested stock and performance stock unit activity:
|
(In thousands except fair value)
|
Shares
|
Grant Date
Weighted Average
Fair Value
|
Aggregate Intrinsic
Value
|
|||||||||
|
Outstanding at December 31,
2022
|
519
|
$
|
73.19
|
$
|
37,883
|
|||||||
|
Granted
|
201
|
61.61
|
||||||||||
|
Vested, net
|
(179
|
)
|
63.02
|
|||||||||
|
Cancelled
|
(5
|
)
|
72.45
|
|||||||||
|
Outstanding at December 31,
2023
|
536
|
|
72.26
|
35,383
|
||||||||
|
Granted
|
190
|
71.79
|
||||||||||
|
Vested, net
|
(115
|
)
|
79.47
|
|||||||||
|
Cancelled
|
(70
|
)
|
70.87
|
|||||||||
|
Outstanding at December 31,
2024
|
541
|
|
70.74
|
|
38,517
|
|||||||
|
Granted
|
178
|
90.41
|
||||||||||
|
Vested, net
|
(112
|
)
|
81.48
|
|||||||||
|
Cancelled
|
(27
|
)
|
81.89
|
|||||||||
|
Outstanding at December 31,
2025
|
580
|
$
|
74.18
|
$
|
54,453
|
|||||||
The total intrinsic values of shares vested during 2025, 2024, and 2023, were $10.2
million, $10.1 million, and $20.3
million, respectively.
As of December 31, 2025, total remaining unearned compensation, net of expected forfeitures, related to non-vested stock and performance stock units was $28.2 million, which will be amortized over the weighted average remaining service period of 2.3 years.
Total pre-tax share-based compensation expense recognized in the Consolidated Statements of Earnings
was $13.9 million, $10.1
million, and $8.9 million in 2025, 2024, and 2023, respectively. The
Company also recognized tax related benefits of $1.5 million, $1.0 million, and $1.1 million in 2025, 2024, and 2023, respectively.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 13, 2026 | Showing above |
| 2017 | Feb 23, 2018 | |
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.