Eligible employees and non-employee directors of Autoliv participate in the Autoliv, Inc. 1997 Stock Incentive Plan, as amended and received Autoliv stock-based awards which include stock options (SOs), restricted stock units (RSUs) and performance shares (PSUs).

The fair value of the RSUs and PSUs is calculated as the grant date fair value of the shares expected to be issued. The RSUs and PSUs granted in 2021, 2020 and 2019 entitle the grantee to receive dividend equivalents in the form of additional RSUs subject to the same vesting conditions as the underlying RSUs and PSUs. For the grants made during 2021, 2020 and 2019, the fair value of a RSU and a PSU was calculated by using the closing stock price on the grant date. The grant date fair value during 2021 was approximately $6 million for the RSUs and approximately $6 million for the PSUs.

Under the compensation policy approved in 2020, the Company’s non-employee directors receive RSUs equivalent to approximately 54% of their annual base retainer except for the Chairman of the Board of Directors who also receives 50% of his Non-Executive Chairman supplemental retainer in RSUs. All RSUs vest in one installment on the earlier of the next AGM or the first anniversary of the grant date, in each case subject to the grantee’s continued service as a non-employee director on the vesting date with limited exceptions. The RSUs granted to the Company’s non-employee directors entitle the grantee to receive dividend equivalents in the form of additional RSUs subject to the same vesting conditions as the underlying RSUs. The grant date fair value for the RSUs granted in 2021 to the Company’s non-employee directors was approximately $1 million.

The source of the shares issued upon vesting of awards is generally from treasury shares. The Stock Incentive Plan provides for the issuance of up to 9,585,055 common shares for awards. At December 31, 2021, 6,812,805 of these shares have been issued for awards which includes 93,455 shares of common stock issued to non-employee directors in satisfaction of all or a portion of his or her annual base retainer for service on the Board. Included within the RSUs granted in 2021 are 15,530 RSUs issued to non-employee directors in satisfaction of all or a portion of his or her annual base retainer for service on the Board.

In 2015 and earlier, stock awards were granted in the form of SOs and RSUs. All SOs were granted for 10-year terms, had an exercise price equal to the fair value of the share at the date of grant, and became exercisable after one year of continued employment following the grant date. The average grant date fair values of SOs were calculated using the Black-Scholes valuation model. The Company used historical exercise data for determining the expected life assumption. Expected volatility was based on historical and implied volatility.

The Company recorded approximately $10 million, $12 million and $8 million stock-based compensation expense related to RSUs and PSUs for 2021, 2020 and 2019, respectively. The total compensation cost related to non-vested awards not yet recognized is $13 million for RSUs and PSs and the weighted average period over which this cost is expected to be recognized is approximately 1.7 years. There are no remaining unrecognized compensation costs associated with SOs.

Information on the number of RSUs, PSUs and SOs related to the Stock Incentive Plan during the period of 2019 to 2021 is as follows.


RSUs	2021			2020			2019
Weighted average fair value at grant date	$	94.01		$	69.58		$	76.85

Outstanding at beginning of year		244,901			255,195			262,074
Granted		81,866			115,500			109,653
Shares issued		(99,399	)		(105,750	)		(86,086	)
Cancelled/Forfeited/Expired		(9,100	)		(20,044	)		(30,446	)
Outstanding at end of year		218,268			244,901			255,195

The aggregate intrinsic value for RSUs outstanding at December 31, 2021 was approximately $16 million.


PSUs	2021			2020			2019
Weighted average fair value at grant date	$	93.90		$	69.86		$	77.00

Outstanding at beginning of year		158,128			76,321			—
Change in performance conditions		(44,385	)		23,998			12,530
Granted		74,427			75,940			66,542
Cancelled/Forfeited/Expired		(8,859	)		(18,131	)		(2,751	)
Outstanding at end of year		179,311			158,128			76,321

The PSUs granted include assumptions regarding the ultimate number of shares that will be issued based on the probability of achievement of the performance conditions. Changes in those assumptions result in changes in the estimated shares to be issued which is reflected in the “Change in performance conditions” line above.


SOs	Number of options			Weighted average exercise price
Outstanding at December 31, 2018		142,074		$	63.43
Exercised		(20,928	)		42.11
Spin conversion 1)		(5,271	)		80.40
Outstanding at December 31, 2019		115,875			66.70
Exercised		(14,238	)		55.55
Cancelled/Forfeited/Expired		(11,462	)		69.25
Outstanding at December 31, 2020		90,175			68.13
Exercised		(40,112	)		67.49
Cancelled/Forfeited/Expired		(188	)		51.74
Outstanding at December 31, 2021		49,875			68.71

OPTIONS EXERCISABLE
At December 31, 2019		115,875		$	66.70
At December 31, 2020		90,175			68.13
At December 31, 2021		49,875			68.71

1) Reflects the cancellation of SOs outstanding as of the Distribution Date, and the conversion to new awards in accordance with the conversion factor 1.41. The weighted average exercise price reflects the exercise price of the shares cancelled due to the Veoneer spin-off.

The following summarizes information about SOs outstanding and exercisable at December 31, 2021:


RANGE OF EXERCISE PRICES	Number outstanding & exercisable		Remaining contract life (in years)		Weighted average exercise price
$47.52		4,435		0.14	$	47.52
$49.07		8,113		1.14		49.07
$67.29		13,961		2.14		67.29
$80.40		23,366		3.13		80.40
		49,875		2.26		68.71