The following table sets forth information concerning the compensation of our named executive officers for the fiscal years ended December 31, 2023 and 2022 and certain measures of our financial performance for those years.
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| · · · · · · · · · · · Average · · · · · · |
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| · · · · · · · · Average Summary · · Compensation · · Value of Initial Fixed · · · |
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| · · Summary · · · · · Compensation Table · · Actually Paid to · · $100 Investment · · · |
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| · · Compensation · · Compensation · · Total for Non-PEO · · Non-PEO Named · · Based on: · · · |
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| · · Table Total · · Actually Paid · · Named Executive · · Executive Officers · · Total Shareholder · · Net Income (in |
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| Year · for PEO (1) · to PEO (2) · Officers (3) · (4) · Return (5) · thousands) (6) |
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| 2023 | | $1,111,457 | | $1,202,671 | | $633,209 | | $634,647 | | $126.40 | $27,425 |
| 2022 | | 1,468,585 | | 1,465,049 | | 746,990 | | 719,142 | | 103.30 | 23,730 |
| (1) | Represents the total compensation of our principal executive officer (“PEO”), Mr. Guarini, as reported in the Summary Compensation Table for each year indicated. Mr. Guarini was the only person who served as our PEO during those years. |
| (2) | Represents the “compensation actually paid” to Mr. Guarini, as calculated in accordance with Item 402(v) of Regulation S-K. The following table presents the adjustments made to Mr. Guarini’s Summary Compensation Table total for each year to determine his compensation actually paid. |
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| Adjustments to Determine Compensation Actually Paid to PEO · 2023 · 2022 |
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| Summary Compensation Table Total | | $1,111,457 | | $1,468,585 |
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| Adjustments: | | | | |
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| Less: amounts reported under the “Stock Awards” column in the Summary Compensation Table | | 174,070 | | 167,381 |
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| Plus: fair value as of the end of the covered year of awards granted during the covered year that remained outstanding and unvested as of the end of the covered year | | 42,283 | | 1,960 |
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| Plus: change in fair value from prior year-end to the end of the covered year of awards granted prior to the covered year that were outstanding and unvested as of the end of the covered year | | 80,859 | | 7,982 |
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| Plus: change in fair value from prior year-end to the vesting date of awards granted prior to the covered year that vested during the covered year | | 127,476 | | 141,888 |
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| Plus: dividends or other earnings paid during the covered year prior to vesting date of award | | 14,666 | | 12,015 |
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| Compensation Actually Paid | | $1,202,671 | | $1,465,049 |
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| (3) | Represents the average of the total compensation of each of our non-PEO named executive officers (Ms. King and Ms. Colwell), as reported in the Summary Compensation Table for each year indicated. Ms. King and Ms. Colwell were our only non-PEO named executive officers for those years. |
| (4) | Represents the average of the compensation actually paid to our non-PEO named executive officers, as calculated in accordance with Item 402(v) of Regulation S-K. The following table presents the adjustments made to the average of the non-PEO named executive officers’ Summary Compensation Table totals for each year to determine their average compensation actually paid. |
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| Adjustments to Determine Average Compensation Actually Paid to Non-PEO Named Executive Officers · 2023 · 2022 |
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| Summary Compensation Table Total | | $633,209 | | $746,990 |
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| Adjustments: | | | | |
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| Less: amounts reported under the “Stock Awards” column in the Summary Compensation Table | | 100,428 | | 77,246 |
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| Plus: fair value as of the end of the covered year of awards granted during the covered year that remained outstanding and unvested as of the end of the covered year | | 24,392 | | 904 |
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| Plus: change in fair value from prior year-end to the end of the covered year of awards granted prior to the covered year that were outstanding and unvested as of the end of the covered year | | 32,192 | | 2,507 |
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| Plus: change in fair value from prior year-end to the vesting date of awards granted prior to the covered year that vested during the covered year | | 39,287 | | 42,074 |
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| Plus: dividends or other earnings paid during the covered year prior to vesting date of award | | 5,995 | | 3,913 |
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| Compensation Actually Paid | | $634,647 | | $719,142 |
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| (5) | Represents the cumulative two-year total return to shareholders of our common stock and assumes that the value of the investment was $100 on December 31, 2021, and that the subsequent dividends were reinvested. The stock price performance included in this column is not necessarily indicative of future stock price performance. |
| (6) | Represents our reported net income for each year indicated. |
The following graphs show the relationship between the compensation actually paid to our PEO and the average of the compensation actually paid to our other named executive officers to our total shareholder return and net income over the two most recently completed fiscal years.
