Quarterly report pursuant to Section 13 or 15(d)

EMPLOYEE AND DIRECTOR BENEFITS

v2.4.0.6
EMPLOYEE AND DIRECTOR BENEFITS
3 Months Ended
Mar. 31, 2012
EMPLOYEE AND DIRECTOR BENEFITS

NOTE 6 - EMPLOYEE AND DIRECTOR BENEFITS

 

Stock Options

 

At March 31, 2012, the Company had stock-based compensation plans, as described below. The compensation cost that has been charged to earnings for the plans was approximately $259,000 for the three months ended March 31, 2012 and $225,000 and for the three months ended March 31, 2011.

 

The Company’s 2005 Amended and Restated Stock Option Plan allows for the grant of stock options to purchase up to 1,025,000 shares of the Company’s common stock. The Company’s 2009 Stock Incentive Plan authorizes the grant of up to 425,000 shares and allows for the issuance of Stock Appreciation Rights, Restricted Stock, Stock Options, Non-stock Share Equivalents, Performance Shares or Performance Units. Both plans allow for the grant of incentive stock options and non-qualified stock options, and awards are generally granted with an exercise price equal to the estimated fair market value of the Company’s common stock at the date of grant. The maximum term of the options granted under the plans is ten years.

 

The Company has granted non-plan options to certain persons representing key business relationships to purchase up to an aggregate amount of 55,000 shares of the Company’s common stock at between $15.00 and $20.00 per share for ten years. These options are non-qualified and not part of either plan.

 

 

The Company estimates the fair value of each stock option award using a Black-Scholes-Merton valuation model that uses the assumptions noted in the following table. Expected volatilities are based on an index of southeastern United States publicly traded banks. The expected term for options granted is based on the short-cut method and represents the period of time that options granted are expected to be outstanding. The risk-free rate for periods within the contractual life of the option is based on the U. S. Treasury yield curve in effect at the time of grant.

 

    2012     2011  
Expected volatility     20.00 %     29.00 %
Expected dividends     - %     0.50 %
Expected term (in years)     5 years       7 years  
Risk-free rate     0.92 %     2.70 %

 

The weighted average grant-date fair value of options granted during the three months ended March 31, 2012 and March 31, 2011 was $5.89 and $8.54, respectively.

 

The following table summarizes stock option activity during the three months ended March 31, 2012 and March 31, 2011:

 

                Weighted        
          Weighted     Average        
          Average     Remaining        
          Exercise     Contractual     Aggregate  
    Shares     Price     Term (years)     Intrinsic Value  
                      (In Thousands)  
Three Months Ended March 31, 2012:                                
Outstanding at January 1, 2012     1,073,800     $ 18.33       6.0     $ 12,508  
Granted     25,000       30.00       9.9       -  
Exercised     (33,000 )     11.03       3.8       626  
Outstanding at March 31, 2012     1,065,800       18.84       5.9     $ 11,892  
                                 
Exercisable at March 31, 2012     411,940     $ 13.37       4.2     $ 6,851  
                                 
Three Months Ended March 31, 2011:                                
Outstanding at January 1, 2011     881,000     $ 15.65       6.9     $ 8,238  
Granted     166,500       26.05       9.9       -  
Outstanding at March 31, 2011     1,047,500       17.30       6.4     $ 13,301  
                                 
Exercisable at March 31, 2011     299,459     $ 12.75       5.0     $ 5,165  

 

As of March 31, 2012, there was $2,195,000 of total unrecognized compensation cost related to non-vested stock options. The cost is expected to be recognized on the straight-line method over the next 5.9 years.

 

Restricted Stock

 

The Company has issued restricted stock to a certain executive officer and five other employees, and currently has 22,000 non-vested shares issued. The value of restricted stock awards is determined to be the current value of the Company’s stock, and this total value will be recognized as compensation expense over the vesting period, which is five years from the date of grant. As of March 31, 2012, there was $399,000 of total unrecognized compensation cost related to non-vested restricted stock. The cost is expected to be recognized evenly over the remaining 2.7 years of the restricted stock’s vesting period.

 

 

Stock Warrants

 

In recognition of the efforts and financial risks undertaken by the organizers of ServisFirst Bank (the “Bank”) in 2005, the Bank granted warrants to organizers to purchase a total 60,000 shares of common stock at a price of $10, which was the fair market value of the Bank’s common stock at the date of the grant. These warrants became warrants to purchase a like number of shares of the Company’s common stock upon the formation of the Company as a holding company for the Bank. The warrants were fully vested three years after their grant date and will terminate on the tenth anniversary of the incorporation date. 20,000 of these warrants were exercised in 2011, leaving 40,000 outstanding at March 31, 2012.

 

The Company issued warrants for 75,000 shares of common stock at a price of $25 per share in the third quarter of 2008. These warrants were issued in connection with the trust preferred securities issued by the Company’s statutory trust subsidiary, ServisFirst Capital Trust I.

 

The Company issued warrants for 15,000 shares of common stock at a price of $25 per share in the second quarter of 2009. These warrants were issued in connection with the issuance and sale of the Bank’s 8.25% Subordinated Note due June 1, 2016.