CITIZENS INC
For the period ended Dec 31, 2023. Filed Mar 14, 2024.
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FY2023 · Filed Mar 14, 2024
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Item 15. , Note 13 Stock Compensation
(13) STOCK COMPENSATION
In 2023, 2022 and 2021, the Company's Board of Directors approved awards of restricted stock units ("RSUs") under the Citizens, Inc. Omnibus Incentive Plan for non-employee directors and the executive management team. The RSUs granted to the directors vestone year from the date of the annual shareholders meeting, subject to continued service on the Board. RSUs granted to the executive management team are subject to achieving performance goals and once the goals are met, RSUs are awarded. These awarded RSUs have a time-based vesting component ofthree years, subject to continued employment. In addition, the Board also approved an allotment of RSUs for other employees with a delegation to the Chief Executive Officer to determine the participants and number of RSUs to be awarded. There were three million shares originally authorized to be granted under the plan.
December 31, 2023 | 10-K 112
| CITIZENS, INC. | NOTES TO CONSOLIDATED FINANCIAL STATEMENTS |
|---|---|
| (Continued) |
The following table provides a rollforward of restricted stock activity.
| Restricted Stock Units | Units | Weighted Average Grant Price | Weighted Average Remaining Contractual Life | Aggregate Fair Value (1) |
|---|---|---|---|---|
| (In thousands) · (In years) · (In thousands) | ||||
| Outstanding at December 31, 2020 | 190 | $6.03 | 0.88 | $1,142 |
| Granted | 178 | 5.83 | 1,040 | |
| Less: | ||||
| Vested | 147 | 6.21 | 913 | |
| Forfeited | 8 | 5.96 | 47 | |
| Outstanding at December 31, 2021 | 213 | $5.75 | 1.63 | $1,222 |
| Granted | 184 | 4.00 | 734 | |
| Less: | ||||
| Vested | 119 | 5.63 | 669 | |
| Forfeited | 12 | 4.27 | 51 | |
| Outstanding at December 31, 2022 | 266 | 4.65 | 1.61 | 1,236 |
| Granted | 464 | 3.03 | 1,409 | |
| Less: | ||||
| Vested | 148 | 4.56 | 673 | |
| Forfeited | 8 | 4.47 | 37 | |
| Outstanding at December 31, 2023 | 574 | $3.37 | 1.63 | $1,935 |
(1) Fair value per share of restricted stock units was equal to Grant Date fair value per share, which was calculated based on the closing price of the Company's Class A common stock on the NYSE on the grant date, in accordance with ASC Topic 718.
As of December 31, 2023, we recognized $0.9 million of expense, while $1.3 million was unrecognized and is expected to be amortized up totwo years.
Restricted stock unit awards give the participant the right to receive common stock in the future, subject to certain restrictions and a risk of forfeiture. Forfeitures are recognized in the period they occur. Compensation expense of $0.6 million, $0.5 million and $0.6 million was recognized in 2023, 2022 and 2021, respectively, related to these awards.
(14) BENEFIT PLANS
The Company sponsors a defined contribution retirement plan. The plan was initially established as the Citizens, Inc. Profit Sharing Plan and was restated as the Citizens, Inc. 401(k) Retirement and Profit Sharing Plan effective March 1, 2016. There have beenno profit sharing contributions since 2014.
The 401(k) plan automatically enrolls employees who have completed three months of service. Voluntary contributions are made by employees and the Company provides a matching contribution based upon the employee's level of contribution. The Company's expense was $0.8 million in 2023 and $0.7 million in both 2022 and 2021.
The Company is primarily self-insured for employee health benefits. The Company records its self-insurance liability based on an estimate of claims incurred but not yet reported. There is stop-loss coverage for amounts in excess of $80,000 per individual per year. If more claims are made than were estimated or if the costs of actual claims increase beyond what was anticipated, reserves recorded may not be sufficient and additional accruals may be required in future periods.
December 31, 2023 | 10-K 113
| CITIZENS, INC. | NOTES TO CONSOLIDATED FINANCIAL STATEMENTS |
|---|---|
| (Continued) |
(15) RELATED PARTY TRANSACTIONS
The Company has various routine related party transactions in conjunction with our holding company structure, such as management service agreements related to costs incurred, a tax sharing agreement between entities, and inter-company dividends and capital contributions. We perform an expense study on an annual basis, utilizing an enterprise-wide time study, and we adjust cost allocations among entities as needed based upon this review. Any allocation changes are reflected in the segment operations, but do not impact consolidated expenses. There were no changes related to these relationships during the year ended December 31, 2023 and no additional related party transactions.
(16) QUARTERLY FINANCIAL INFORMATION (Unaudited)
The following table contains selected unaudited financial data for each quarter.
| (In thousands, except per share amounts) | FourthQuarter | ThirdQuarter | SecondQuarter | FirstQuarter |
|---|---|---|---|---|
| Revenues | $66,849 | 59,390 | 58,527 | 55,914 |
| Benefits and expenses | 58,075 | 54,749 | 52,483 | 49,199 |
| Federal income tax expense (benefit) | (1,967) | 1,943 | (82) | 1,843 |
| Net income (loss) | 10,741 | 2,698 | 6,126 | 4,872 |
| Net income (loss) available to common shareholders | 10,741 | 2,698 | 6,126 | 4,872 |
| Basic earnings (losses) per share of Class A common stock | 0.21 | 0.06 | 0.12 | 0.10 |
| Diluted earnings (losses) per share of Class A common stock | 0.21 | 0.05 | 0.12 | 0.10 |
| Revenues | $67,257 | 56,176 | 53,734 | 55,357 |
|---|---|---|---|---|
| Benefits and expenses | 55,846 | 51,354 | 49,768 | 48,179 |
| Federal income tax expense (benefit) | (2,248) | 1,415 | 1,474 | 729 |
| Net income (loss) | 13,659 | 3,407 | 2,492 | 6,449 |
| Net income (loss) available to common shareholders | 13,659 | 3,407 | 2,492 | 6,449 |
| Basic earnings (losses) per share of Class A common stock | 0.27 | 0.07 | 0.05 | 0.13 |
| Diluted earnings (losses) per share of Class A common stock | 0.27 | 0.06 | 0.05 | 0.13 |
(17) SUBSEQUENT EVENTS
The Company has evaluated the impact of subsequent events as defined by the accounting guidance through the date this report was issued and determined that no subsequent events need to be recognized or disclosed.
December 31, 2023 | 10-K 114
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