14.  STOCK-BASED COMPENSATION

Equity Incentive Plan

The Company’s 2019 Equity Incentive Plan (“2019 Plan”) provides for the grant of up to an aggregate of 1,000,000 shares of restricted stock, restricted share units, stock appreciation rights, dividend or dividend equivalent rights, stock awards and other awards valued in whole or in part by reference to or otherwise based on the Company’s common stock, to officers, employees and directors of the Company. The 2019 plan replaced the prior 2011 Equity Incentive Plan and was approved by the Company’s shareholders at the 2019 Annual Meeting. As of December 28, 2019, 999,000 shares remained available to be issued through the 2019 Plan.

Restricted Stock and Restricted Stock Units

The Company grants restricted shares of common stock and restricted stock units (“RSU”) in connection with a long-term incentive plan.  Awards with time-based vesting requirements primarily vest ratably over a three-year period. Awards with performance-based vesting requirements cliff vest after a three-year performance cycle and only after the achievement of certain performance criteria over that cycle. The number of shares ultimately issued for the performance-based units may vary from 0% to 150% of their target amount based on the achievement of defined performance targets.

Compensation expense recognized for restricted stock and RSUs totaled $3,465, $2,728 and $2,376 for the years ended December 28, 2019, December 29, 2018 and December 30, 2017, respectively.

The following table summarizes restricted stock and RSU activity for the 2019 fiscal year: 

⁽¹⁾ Includes 34,943 unvested performance-based RSUs.

The grant date fair value of restricted stock and RSUs granted during the 2019, 2018 and 2017 fiscal years totaled $5,079, $5,947 and $2,628, respectively.

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The Company had $4,526 of total unrecognized compensation cost related to the restricted stock and RSU awards as of December 28, 2019. That cost is expected to be recognized over a weighted average period of 1.7 years.

Employee Stock Purchase Plans

The Company maintains an Employee Stock Purchase Plan (“ESPP”) in which the U.S. employees of Helios, Sun Hydraulics and Enovation Controls are eligible to participate. Employees who choose to participate are granted an opportunity to purchase common stock at 85 percent of market value on the first or last day of the quarterly purchase period, whichever is lower. Employees in the UK, under a separate plan (“UK Plan”), are granted an opportunity to purchase the Company’s common stock at market value, on the first or last day of the quarterly purchase period, whichever is lower, with the Company issuing one additional free share of common stock for each six shares purchased by the employee under the plan. The ESPP authorizes the issuance, and the purchase by employees, of up to 1,096,875 shares of common stock through payroll deductions. No U.S. employee is allowed to buy more than $25 of common stock in any year, based on the market value of the common stock at the beginning of the purchase period, and no UK employee is allowed to buy more than the lesser of £1.5 or 10% of his or her annual salary in any year.  

Employees purchased 49,195 shares at a weighted average price of $33.55, and 40,714 shares at a weighted average price of $38.01, under the ESPP and UK Plan during the years ended December 28, 2019 and December 29, 2018, respectively. The Company recognized $551, $324 and $429 of compensation expense during the years ended December 28, 2019, December 29, 2018 and December 30, 2017, respectively.

Nonemployee Director Fees Plan

In March 2012, the Board of Directors adopted the Sun Hydraulics Corporation 2012 Nonemployee Director Fees Plan (the “2012 Directors Plan”), which was approved by the shareholders of the Company at its 2012 annual meeting. Under the 2012 Directors Plan, Nonemployee Directors are compensated for their Board service solely in shares of common stock.  In February 2015, the Board adopted amendments to the 2012 Directors Plan, which revised the compensation for Nonemployee Directors.  Each Nonemployee Director receives an annual retainer of 2,000 shares of Common Stock. The Chairman's retainer is twice that of a regular director, and the retainer for the chairs of each Board Committee is 150% that of a regular director. In addition, each Nonemployee Director receives 250 shares of Common Stock for attendance at each Board meeting and each meeting of each committee of the Board on which he or she serves when the committee meeting is not held within one day of a meeting of the Board. In June 2015, the Company's shareholders approved the amendments to the 2012 Directors Plan.

The Board has the authority to change from time to time, in any manner it deems desirable or appropriate, the share compensation to be awarded to all or any one or more Nonemployee Directors, provided that, with limited exceptions, such changes are subject to prior shareholder approval. The aggregate number of shares which may be issued during any single calendar year is limited to 35,000 shares. The 2012 Directors Plan authorizes the issuance of up to 270,000 shares of common stock. At December 28, 2019, 99,424 shares remained available for issuance under the 2012 Directors Plan. Directors were granted 25,200 and 24,250 shares for the years ended December 28, 2019 and December 29, 2018, respectively. The Company recognized director stock compensation expense of $1,162, $1,213 and $1,240 for the years ended December 28, 2019, December 29, 2018 and December 30, 2017, respectively.