Share-Based Compensation and Other Compensation Matters (Tables)
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12 Months Ended |
Dec. 31, 2021 |
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| Share-based Payment Arrangement [Abstract] |
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| Reporting for share-based compensation expense |
The table below sets forth our reporting for share based compensation cost (in thousands):
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For the Years Ended December 31, |
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2021 |
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2020 |
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2019 |
| General, administrative and leasing expenses |
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$ |
6,881 |
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$ |
5,385 |
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$ |
5,748 |
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| Property operating expenses |
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1,098 |
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1,119 |
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966 |
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| Capitalized to development activities |
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719 |
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556 |
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|
742 |
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| Share-based compensation cost |
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$ |
8,698 |
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$ |
7,060 |
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$ |
7,456 |
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| Summary of restricted share and TB-PIU transactions under the entity's share-based compensation plans |
The following table summarizes restricted shares under the share-based compensation plans for 2019, 2020 and 2021:
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Shares |
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Weighted Average Grant Date Fair Value |
Unvested as of December 31, 2018 |
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438,685 |
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$ |
28.38 |
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| Granted |
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195,520 |
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$ |
26.56 |
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| Forfeited |
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(56,341) |
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$ |
29.44 |
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| Vested |
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(185,001) |
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$ |
28.01 |
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Unvested as of December 31, 2019 |
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392,863 |
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$ |
27.49 |
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| Granted |
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166,918 |
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$ |
25.22 |
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| Forfeited |
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(25,773) |
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(1) |
$ |
27.12 |
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| Vested |
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(173,191) |
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$ |
28.14 |
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Unvested as of December 31, 2020 |
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360,817 |
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$ |
26.16 |
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| Granted |
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177,995 |
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$ |
26.17 |
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| Forfeited |
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(39,664) |
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$ |
26.62 |
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| Vested |
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(164,575) |
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$ |
25.95 |
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Unvested as of December 31, 2021 |
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334,573 |
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$ |
26.22 |
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Unvested shares as of December 31, 2021 that are expected to vest |
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306,658 |
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$ |
26.22 |
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(1)Includes 9,064 restricted shares previously awarded to our former Executive Vice President and Chief Operating Officer that were forfeited upon his resignation.
The following table summarizes TB-PIUs under the share-based compensation plan for 2019, 2020 and 2021:
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Number of TB-PIUs |
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Weighted Average Grant Date Fair Value |
Unvested as of December 31, 2018 |
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— |
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N/A |
| Granted |
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61,820 |
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$ |
26.01 |
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Unvested as of December 31, 2019 |
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61,820 |
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$ |
26.01 |
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| Granted |
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98,318 |
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$ |
25.47 |
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| Forfeited |
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(20,622) |
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(1) |
$ |
25.50 |
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| Vested |
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(25,182) |
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$ |
26.30 |
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Unvested as of December 31, 2020 |
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114,334 |
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$ |
25.57 |
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| Granted |
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93,983 |
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$ |
26.16 |
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| Vested |
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(45,244) |
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$ |
25.28 |
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Unvested as of December 31, 2021 |
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163,073 |
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$ |
25.99 |
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Unvested TB-PIUs as of December 31, 2021 that are expected to vest |
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162,472 |
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$ |
25.99 |
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(1)Represents TB-PIUs previously awarded to our former Executive Vice President and Chief Operating Officer that were forfeited upon his resignation.
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| Schedule of PB-PIU/PSUs Granted |
We made the following grants of PB-PIUs to executives in 2019, 2020 and 2021 (dollars in thousands, except per share data):
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| Grant Date |
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Number of PB-PIUs Granted |
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Grant Date Fair Value |
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Number of PB-PIUs Outstanding as of December 31, 2021 (1) |
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| 1/1/2019 |
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193,682 |
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$ |
2,415 |
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156,104 |
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| 1/1/2020 |
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176,758 |
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$ |
2,891 |
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141,152 |
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| 1/1/2021 |
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227,544 |
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$ |
3,417 |
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227,544 |
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(1)Excludes 73,184 PB-PIUs previously awarded to our former Executive Vice President and Chief Operating Officer that were forfeited upon his resignation.
As of December 31, 2021, we had no PSU grants outstanding. Below is information for executive grants of PSUs with performance periods included in these consolidated financial statements (dollars in thousands):
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| Grant Date |
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Number of PSUs Granted |
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Grant Date Fair Value |
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| 1/1/2017 |
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39,351 |
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$ |
1,415 |
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| 1/1/2018 |
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59,110 |
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$ |
1,890 |
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| Schedule of payouts for defined performance under PB-PIU/PSUs |
The number of earned awards at the end of the performance period will be determined based on the percentile rank of COPT’s total shareholder return (“TSR”) relative to a peer group of companies, as set forth in the following schedule:
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| Percentile Rank |
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Earned Awards Payout % |
| 75th or greater |
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100% of PB-PIUs granted |
| 50th (target) |
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50% of PB-PIUs granted |
| 25th |
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25% of PB-PIUs granted |
| Below 25th |
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0% of PB-PIUs granted |
The number of PSUs earned (“earned PSUs”) at the end of the performance period were determined based on the percentile rank of COPT’s TSR relative to a peer group of companies, as set forth in the following schedule:
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| Percentile Rank |
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Earned PSUs Payout % |
| 75th or greater |
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200% of PSUs granted |
| 50th (target) |
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100% of PSUs granted |
| 25th |
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50% of PSUs granted |
| Below 25th |
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0% of PSUs granted |
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| Schedule of assumptions used in Monte Carlo models for PB-PIUs |
The grant date fair value and certain of the assumptions used in the Monte Carlo models for the PB-PIUs granted in 2019, 2020 and 2021 are set forth below:
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| Grant Date |
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Grant Date Fair Value Per PB-PIU at Target-Level Award |
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Baseline Common Share Value |
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Expected Volatility of Common Shares |
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Risk-free Interest Rate |
| 1/1/2019 |
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$ |
24.94 |
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$ |
21.03 |
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21.0 |
% |
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2.51 |
% |
| 1/1/2020 |
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$ |
32.71 |
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$ |
29.38 |
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18.0 |
% |
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1.65 |
% |
| 1/1/2021 |
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$ |
30.03 |
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$ |
26.08 |
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34.7 |
% |
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0.18 |
% |
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| Deferred Shares Granted |
We made the following grants of deferred share awards to non-employee Trustees in 2019, 2020 and 2021 (dollars in thousands, except per share data):
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| Year of Grant |
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Number of Deferred Share Awards Granted |
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Aggregate Grant Date Fair Value |
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Grant Date Fair Value Per Award |
| 2019 |
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3,432 |
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$ |
95 |
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$ |
27.60 |
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| 2020 |
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10,679 |
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$ |
253 |
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$ |
23.68 |
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| 2021 |
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3,416 |
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$ |
93 |
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$ |
27.12 |
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