Stock-Based Compensation

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

14. STOCK-BASED COMPENSATION:

During the year ended December 31, 2021 and nine months ended September 30, 2022, Quanta had stock-based compensation awards outstanding under two equity incentive plans, the Quanta Services, Inc. 2011 Omnibus Equity Incentive Plan and the Quanta Services, Inc. 2019 Omnibus Equity Incentive Plan. For descriptions and further information regarding these plans, refer to Note 14 of the Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data in Part II of the 2021 Annual Report.

Restricted Stock Units (RSUs) to be Settled in Common Stock

A summary of the activity for RSUs to be settled in common stock for the nine months ended September 30, 2022 and 2021 is as follows (RSUs in thousands):


	2022		2021
	RSUs	Weighted Average Grant Date Fair Value (Per Unit)	RSUs	Weighted Average Grant Date Fair Value (Per Unit)
Unvested at January 1	3,880	$61.64	3,869	$37.57
Granted	817	$111.20	945	$82.75
Vested	(1,257)	$48.48	(1,442)	$36.92
Forfeited	(116)	$78.72	(119)	$47.23
Unvested at September 30	3,324	$78.39	3,253	$50.71

The grant date fair value for RSUs to be settled in common stock is based on the market value of Quanta common stock on the date of grant. The approximate fair value of RSUs that vested during the nine months ended September 30, 2022 and 2021 was $143.7 million and $121.7 million.

During the nine months ended September 30, 2022 and 2021, Quanta recognized $62.1 million and $48.8 million of non-cash stock compensation expense related to RSUs to be settled in common stock, which is included “Selling, general and administrative expenses.” As of September 30, 2022, there was $159.5 million of total unrecognized compensation expense related to unvested RSUs to be settled in common stock granted to both employees and non-employees. This cost is expected to be recognized over a weighted average period of 3.89 years.

Performance Stock Units (PSUs) to be Settled in Common Stock

A summary of the activity for PSUs to be settled in common stock for the nine months ended September 30, 2022 and 2021 is as follows (PSUs in thousands):


	2022		2021
	PSUs	Weighted Average Grant Date Fair Value (Per Unit)	PSUs	Weighted Average Grant Date Fair Value (Per Unit)
Unvested at January 1	931	$47.27	1,047	$37.65
Granted	153	$119.74	174	$90.44
Vested	(334)	$40.15	(268)	$38.28
Forfeited	(17)	$58.79	(11)	$36.90
Unvested at September 30	733	$65.39	942	$47.27

The grant date fair value for PSUs is determined as follows: (i) for the portion of the awards based on company financial and operational performance metrics, by utilizing the closing price of Quanta’s common stock on the date of grant and (ii) for the portion of the awards based on total shareholder return, by utilizing a Monte Carlo simulation valuation methodology. The Monte Carlo simulation valuation methodology applied the following key inputs:


	2022		2021
Valuation date price based on March 2, 2022 and March 25, 2021 closing stock prices of Quanta common stock	$110.24		$83.48
Expected volatility	39	%	36	%
Risk-free interest rate	1.64	%	0.26	%
Term in years	2.83		2.77

During the nine months ended September 30, 2022 and 2021, Quanta recognized $15.6 million and $15.4 million of non-cash stock compensation expense related to PSUs to be settled in common stock, which is included in “Selling, general and administrative expenses.” As of September 30, 2022, there was an estimated $24.8 million of total unrecognized compensation expense related to unvested PSUs, which is based on the forecasted attainment of performance metrics associated with unearned and unvested PSUs and includes estimated forfeitures of unearned and unvested PSUs. This cost is expected to be recognized over a weighted average period of 1.82 years.

During the nine months ended September 30, 2022 and 2021, 0.7 million and 0.5 million shares of common stock were earned and either issued or deferred for future issuance under Quanta’s deferred compensation plans in connection with PSUs. The approximate fair values of PSUs earned during the nine months ended September 30, 2022 and 2021 were $72.4 million and $45.2 million.

RSUs to be Settled in Cash

During the nine months ended September 30, 2022 and 2021, compensation expense related to RSUs to be settled in cash was $11.6 million and $13.7 million and included in “Selling, general and administrative expenses.” RSUs that are anticipated to be settled in cash are not included in the calculation of weighted average shares outstanding for earnings per share, and the estimated earned value of such RSUs is calculated at the end of each reporting period based on the market value of Quanta’s common stock and is classified as a liability. Quanta paid $14.5 million and $13.2 million to settle liabilities related to cash-settled RSUs in the nine months ended September 30, 2022 and 2021. Accrued liabilities for the estimated earned value of outstanding RSUs to be settled in cash were $6.9 million and $11.1 million as of September 30, 2022 and December 31, 2021.