Annual report pursuant to Section 13 and 15(d)

Stock-Based Compensation and Employee Benefit Plans

v3.22.0.1
Stock-Based Compensation and Employee Benefit Plans
12 Months Ended
Dec. 31, 2021
Share-based Payment Arrangement [Abstract]  
Stock-Based Compensation and Employee Benefit Plans STOCK-BASED COMPENSATION AND EMPLOYEE BENEFIT PLANS
Incentive Plan
In October 2020, the Company’s stockholders approved the 2020 Omnibus Incentive Plan (the “2020 Plan”), which is administered by the Compensation Committee of the Board of Directors. The 2020 Plan reserves for issuance a total of 5.5 million shares of common stock to our officers, directors, employees or consultants eligible to receive awards under the 2020 Plan.
The 2020 Plan provides for the granting of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards or a combination of the foregoing, to employees, directors or consultants, provided that only employees may be granted incentive stock options.
As of December 31, 2021, there were approximately 3.9 million shares of common stock available to be granted under the 2020 Plan. The 2020 Plan will terminate ten years after its adoption, unless terminated earlier by the Company’s Board of Directors.
Restricted Stock Units
RSUs were granted to employees and directors in connection with the IPO in October 2020. The RSUs granted to employees vest ratably over two to four years and the RSUs granted to directors vest on the first anniversary of the grant.
The following table shows a summary of the unvested restricted stock under the 2020 Plan as of December 31, 2021 as well as activity during the year:
Weighted Average
Number of
Shares
Grant Date
Fair Value
Restricted stock awards, unvested, December 31, 2020 1,440,334  $ 15.00 
Granted 95,501  14.25 
Dividend equivalent units granted 193,130  — 
Vested (60,287) 15.00 
Forfeited (82,731) 15.00 
Restricted stock awards, unvested, December 31, 2021 1,585,947  $ 14.95 
Compensation costs recognized for these restricted stock grants were approximately $6.0 million and $1.0 million for the years ended December 31, 2021 and 2020, respectively. The income tax benefit recognized related to this expense was approximately $1.0 million and $0.2 million for the years ended December 31, 2021 and 2020, respectively. As of December 31, 2021, there was approximately $14.8 million of unrecognized compensation costs related to these restricted stock grants which we expect to recognize over the next 2.8 years.
Defined Contribution Plan
The Company has a 401(k) profit sharing plan covering substantially all employees. Employees may contribute amounts subject to certain Internal Revenue Service and plan limitations. The Company may make discretionary matching and nonelective contributions. Upon completion of the RMS acquisition on July 1, 2021, employees of RMS were eligible to participate in the Company's 401(k) plan or continue participating in RMS’ plan with the future intent of merging into the Company's plan. For the years ended December 31, 2021 and 2020, the Company contributed $10.2 million and $7.6 million, respectively, for 401(k) contributions and related administrative expenses.
Deferred Compensation Plan
The Company has a deferred compensation plan for executives which was frozen effective December 31, 2007. Distribution of a participant’s vested balance is payable in a single lump sum upon death or disability; termination of employment; retirement after attaining age 65 (55 for participants who had an account balance in the plan as of May 1, 2001); or upon termination of the plan.
In 2017, the Company commenced a Non-Qualified Deferred Compensation Plan for certain highly compensated executives and employees that allows the participants to defer a portion of their earnings. Distribution of a participant’s vested balance is payable in a single lump sum upon death or disability; termination of employment; retirement; or upon termination of the plan.
Guild Equity Appreciation Rights Plan
In 2017, the Company established a new GEARs Plan for certain executives compensated with GEARs that will ultimately be settled in cash at maturity. Maturity is the earlier of (i) a change of control; (ii) the participant’s retirement; (iii) the participant’s death; (iv) the determination that the participant has suffered a disability; or (v) the involuntary termination of the participant’s employment with the Company and its subsidiaries without cause. The awards vest immediately, and compensation related to these GEARs awards is recognized over the participant’s service period based on the change in the fair value of the award.
For the year ended December 31, 2020, the Company recognized $2.6 million as expense, which is included within salaries, incentive compensation and benefits in the Consolidated Statements of Income. In connection with the Company’s IPO, the GEARs Plans were terminated and frozen. The remaining liability under these plans was $3.5 million and recorded in accrued compensation and benefits in the Consolidated Balance Sheet at December 31, 2020. The liability was settled in October 2021 and the participants were paid in full.