Equity | Note 18. Equity Stock issued to employees and Directors The Company issued shares of common stock to employees and Directors at various times in 2022 and 2021 as restricted stock units issued under the Company’s 2004 and 2019 Incentive Plan. Upon issuance entries were recorded to increase common stock and decrease paid in capital for the amounts shown below. The following is a summary of stock issuances that occurred during the two-year period: Date of Issue Employees or Shares Issued Value of January 1, 2022 Employee 3,300 $ 20 March 6, 2022 Directors 8,160 48 March 6, 2022 Employees 23,866 141 March 8, 2022 Directors 12,000 93 March 8, 2022 Employee 29,262 226 March 13, 2022 Directors 10,200 75 March 13, 2022 Employees 17,893 132 April 11, 2022 Employee 38,800 247 June 2, 2022 Directors 18,000 127 June 3, 2022 Directors 5,940 43 July 5, 2022 Employee 16,120 104 August 14, 2022 Directors 10,200 45 October 20, 2022 Employee 2,211 10 November 23, 2022 Employee 3,300 22 December 10, 2022 Employee 2,310 11 201,562 $ 1,343 Date of Issue Employees or Shares Issued Value of January 1, 2021 Employee 3,300 $ 20 March 6, 2021 Directors 7,920 47 March 6, 2021 Employees 24,923 148 March 8, 2021 Directors 12,000 93 March 8, 2021 Employee 2,000 15 March 13, 2021 Directors 18,060 133 March 13, 2021 Employees 17,680 130 June 3, 2021 Directors 5,940 43 August 14, 2021 Directors 9,900 44 September 1, 2021 Employee 16,500 93 October 20, 2021 Employee 2,211 10 December 10, 2021 Employee 3,630 17 December 31, 2021 Employee 2,640 16 126,704 $ 808 The Company purchased shares of Common Stock at various times from certain employees at the closing price on date of purchase. The stock was purchased from the employees to satisfy employees’ withholding tax obligations related to stock issuances described above. The following is a summary of common stock purchased during 2022 and 2021: Date of Purchase Shares Closing Price March 6, 2022 6,035 $ 8.06 March 8, 2022 7,395 7.82 March 13, 2022 3,924 7.71 April 11, 2022 12,300 7.39 July 5, 2022 4,725 6.27 December 10, 2022 656 4.49 35,035 March 6, 2021 2,779 $ 7.43 March 8, 2021 692 7.73 March 13, 2021 2,712 8.29 December 10, 2021 1,124 6.99 7,307 Manitex International, Inc. 2019 Equity Incentive Plan The total number of shares reserved for issuance is 779,717 shares however, this can be adjusted to reflect certain corporate transactions or changes in the Company’s capital structure. The Company’s employees and members of the board of directors who are not our employees or employees of our affiliates are eligible to participate in the plan. This plan is administered by a committee of the board comprised of members who are outside directors. The plan provides that the committee has the authority to, among other things, select plan participants, determine the type and number of awards, determine award terms, fix all other conditions of any awards, interpret the plan and any plan awards. Under the plan, the committee can grant stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares and performance units, except outside Directors may not be granted stock appreciation rights, performance shares and performance units. During any calendar year, participants are limited in the number of grants they may receive under the plan. In any year, an individual may not receive options for more than 15,000 shares, stock appreciation rights with respect to more than 20,000 shares, more than 20,000 shares of restricted stock and/or an award for more than 10,000 performance shares or restricted stock units or performance units. The plan requires that the exercise price for stock options and stock appreciation rights be not less than fair market value of the Company’s common stock on date of grant. Restricted Stock Awards The Company awarded a total of 226,000 and 177,800 restricted stock units to employees and directors during 2022 and 2021, respectively. The weighted average grant date fair value of awards made in 2022 was $ 7.21 per share, compared to $ 7.48 at 2021. The restricted stock units are subject to the same conditions as the restricted stock awards except the restricted stock units will not have voting rights and the common stock will not be issued until the vesting criteria are satisfied. The following is a summary of restricted stock units that were awarded during 2022 and 2021: 2022 Grants Vesting Date Number of Closing Price on Value of May 3, 2022 April 11, 2023 33,000 units; April 11, 2024 33,000 units; April 11, 2024 34,000 units 100,000 $ 7.60 $ 760 June 2, 2022 June 2, 2022 18,000 units; June 2, 2023 18,000 units; June 2, 2024 18,000 units 54,000 $ 7.07 $ 382 June 2, 2022 June 2, 2023 13,200 units; June 2, 2024 13,200 units; June 2, 2025 13,600 units 40,000 $ 7.07 $ 283 July 1, 2022 July 1, 2023 10,560 units; July 1, 2024 10,560 units; July 1, 2025 10,800 units 32,000 $ 6.39 $ 204 226,000 $ 1,629 2021 Grants Vesting Date Number of Closing Price on Value of March 8, 2021 March 8, 2021 12,000 units; March 8, 2022 12,000 units; March 8, 2023 12,000 units 36,000 $ 7.73 $ 278 March 8, 2021 March 8, 2021 2,000 units; March 8, 2022 , 30,294 March 8, 2023 30,294 units; March 8, 2024 31,212 units 93,800 $ 7.73 $ 725 June 3, 2021 June 3, 2021 5,940 units; June 3, 2022 5,940 units; June 3, 2023 6,120 units 18,000 $ 7.29 $ 131 November 23, 2021 November 23, 2022 6,600 units; November 23, 2023 6,600 units; November 23, 2024 6,800 units 20,000 $ 6.60 $ 132 December 31, 2021 December 31, 2022 3,300 units; December 31, 2023 3,300 units; December 31, 2024 3,400 units 10,000 $ 6.36 $ 64 177,800 $ 1,330 The following table contains information regarding restricted stock units for the years ended December 31, 2022 and 2021, respectively: Restricted Stock Units 2022 2021 Outstanding on January 1, 286,227 242,586 Units granted during period 226,000 177,800 Vested and issued ( 166,527 ) ( 119,397 ) Vested—issued and repurchased for income tax withholding ( 35,035 ) ( 7,307 ) Forfeited ( 21,761 ) ( 7,455 ) Outstanding on December 31 288,904 286,227 The value of the restricted stock is being charged to compensation expense over the vesting period. Compensation expense in 2022 and 2021 includes $ 1,254 and $ 1,025 related to restricted stock units, respectively. Compensation expense related to restricted stock units granted will be $ 769 , $ 509 and $ 158 for 2023, 2024 and 2025, respectively. Restricted Stock Award with Market Conditions On May 3, 2022, in connection with J. Michael Coffey’s appointment as the Company’s Chief Executive Officer as of April 11, 2022, he was granted 490,000 restricted stock units that vest upon attainment of certain stock price hurdles of the Company’s stock. The restricted stock units can only be received on an annual basis from the vesting start date. The fair value of the market conditions awards was $ 2.2 million calculated by using the Monte Carlo Simulation based on the average of 20,000 simulation runs. The requisite service period used was three years , expected volatility was 60 % and the risk-free rate of return was 2.95 %. The value of the market condition awards granted to Mr. Coffey is being charged to compensation expense over the requisite service period. Compensation cost for the award of share-based compensation is recognized over the derived service periods (the time from the service inception date to the expected date of satisfaction) of either 12 or 24 months depending on the particular tranche based on the median number of days it takes for the award to vest in scenarios where they meet their threshold. Compensation expense related to restricted stock units was $ 906 for the year ended December 31, 2022. Additional compensation expense related to Mr. Coffey’s restricted stock units will be $ 990 and $ 269 for 2023 and 2024, respectively. Restricted Stock Award with Market and Performance Conditions On May 3, 2022, in connection with his appointment, Mr. Coffey was also granted 100,000 restricted stock units that vest upon a change in control in which the per share consideration for the Company’s common stock exceeds $ 10.00 . The fair value of the market and performance conditions award was $ 481 , calculated by using the Black-Scholes Option Pricing Model. The requisite service period used for the calculation was three years , expected volatility was 60 % and the risk-free rate of return was 2.95 %. The fair value of stock-based compensation for market and performance conditions will be recognized in the Company’s financial statements only if it is probable that the conditions will be satisfied. Stock Options On May 3, 2022, in connection with his appointment, Mr. Coffey was also granted 100,000 stock options with an exercise price of $ 4.13 per share. The options vest ratably on each of the first three anniversary dates of Mr. Coffey’s appointment date, subject to his continued service with the Company on each vesting date. Compensation expense related to the Company’s stock options was $ 185 and $ 31 for the years ended December 31, 2022 and 2021, respectively. Additional compensation expense related to Mr. Coffey’s options will be $ 159 , $ 67 and $ 13 for the remainder of 2023, 2024 and 2025, respectively. Grant date Dividend yields — Expected volatility 55.0 % Risk free interest rate 3.02 % Expected life (in years) 6 Fair value of the option granted $ 4.13 |