Quarterly report pursuant to Section 13 or 15(d)

Stock-Based Compensation

v3.23.3
Stock-Based Compensation
9 Months Ended
Sep. 30, 2023
Stock-Based Compensation  
Stock-Based Compensation

12.Stock-Based Compensation

Our 2021 Equity Incentive Plan (the “2021 Plan”) allows for the grant of, among other types of awards, stock options; restricted stock; RSUs; and PSUs.

Restricted Stock and Restricted Stock Units

RSU activity during the period was as follows:

    

RSUs

    

Weighted-Average Grant Date Fair Value

Outstanding at December 31, 2022

1,317,072

$

13.78

Granted

1,120,528

10.26

Forfeited

(166,996)

11.86

Vested

(223,640)

15.17

Outstanding at September 30, 2023

2,046,964

$

11.86

The RSUs granted during the nine months ended September 30, 2023 generally vest in the following installments: (i) one-third at the first anniversary of the award date, (ii) one-third at the second anniversary of the award date, and (iii) one-third at the third anniversary of the award date. As of September 30, 2023, approximately $16.9 million of compensation cost related to unvested shares of restricted stock and RSUs remained to be recognized. The cost is expected to be recognized over a weighted-average period of 1.1 years.

Performance-Based Restricted Stock Units

PSU activity during the period was as follows:

    

PSUs

    

Weighted-Average Grant Date Fair Value

Outstanding at December 31, 2022

144,526

$

25.36

Granted

358,551

8.44

Forfeited

(45,363)

16.11

Outstanding at September 30, 2023

457,714

$

13.02

The PSUs granted in 2023 were granted to management under the 2021 Plan and have the following performance criteria:

Relative PSUs: 50% of the PSUs are based on total shareholder return relative to the total shareholder return of a predetermined group of peer companies. This relative total shareholder return is calculated at the end of the performance periods stipulated in the PSU agreement.
Absolute PSUs: 50% of the PSUs have a performance criteria of absolute total shareholder return calculated at the end of the performance period stipulated in the PSU agreement.

The vesting and payout of the PSUs occur when the related service condition is completed, which is approximately three years after the grant date regardless of the duration of the stipulated performance period. The PSUs can be paid out in either Class A common stock or cash, at our election. As of September 30, 2023, approximately $3.6 million of compensation cost related to unvested PSUs remained to be recognized. The cost is expected to be recognized over a weighted-average period of 2.0 years.

The grant date fair value was determined using the Monte Carlo simulation method and is expensed ratably over the service period. Expected volatilities used in the fair value simulation were estimated using historical periods consistent with the remaining performance periods. The risk-free rate was based on the U.S. Treasury rate for a term commensurate with the expected life of the grant.

We used the following assumptions to estimate the fair value of PSUs granted during the nine months ended September 30, 2023:

Assumptions

Risk-free Interest Rate

4.32%

Volatility Range

24.31% - 78.49%