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Equity-Based Compensation
3 Months Ended
Mar. 31, 2020
Equity-Based Compensation  
Equity-Based Compensation

(9) Equity-Based Compensation

Antero Resources is authorized to grant up to 16,906,500 shares of common stock to employees and directors of the Company under the Antero Resources Corporation Long-Term Incentive Plan (the “Plan”). The Plan allows equity-based compensation awards to be granted in a variety of forms, including stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, dividend equivalent awards, and other types of awards. The terms and conditions of the awards granted are established by the Compensation Committee of Antero Resources’ Board of Directors. A total of 1,742,720 shares were available for future grant under the Plan as of March 31, 2020.

Antero Midstream Partners’ general partner was authorized to grant up to 10,000,000 common units representing limited partner interests in Antero Midstream Partners under the Antero Midstream Partners LP Long-Term Incentive Plan (the “AMP Plan”) to non-employee directors of its general partner and certain officers, employees, and consultants of Antero Midstream Partners and its affiliates (which includes Antero Resources). As part of the Transactions, each outstanding phantom unit award under the AMP Plan, was assumed by Antero Midstream Corporation and converted into 1.8926 restricted stock units under the Antero Midstream Corporation Long Term Incentive Plan (the “AMC Plan”). Each restricted stock unit award under the AMC Plan represents a right to receive one share of Antero Midstream Corporation common stock.

The Company’s equity-based compensation expense, by type of award, was as follows for the three months ended March 31, 2019 and 2020 (in thousands):

Three months ended March 31,

   

2019

   

2020

Restricted stock unit awards

$

3,972

1,878

Stock options

344

Performance share unit awards

2,959

922

Antero Midstream Partners phantom unit awards (1)

1,125

160

Equity awards issued to directors

503

369

Total expense

$

8,903

3,329

(1)Antero Resources recognized compensation expense for equity awards granted under both the Plan and the AMP Plan because the awards under the AMP Plan are accounted for as if they are distributed by Antero Midstream Partners to Antero Resources. Antero Resources allocates a portion of equity-based compensation expense related to grants prior to the Transactions to Antero Midstream Partners based on its proportionate share of Antero Resources’ labor costs. Through March 12, 2019, the total amount of equity-based compensation is included in the consolidated financial statements of Antero Resources; and effective March 13, 2019 (date of deconsolidation), the amount allocated to Antero Midstream Partners is no longer reflected in Antero Resources consolidated financial statements. See Note 3 to the unaudited condensed consolidated financial statements for further discussion on the Transactions.

Restricted Stock Unit Awards

A summary of restricted stock unit award activity for the three months ended March 31, 2020 is as follows:

Weighted

average

Aggregate

Number of

grant date

intrinsic value

  

shares

  

fair value

  

(in thousands)

Total awarded and unvested—December 31, 2019

2,370,575

$

12.81

$

6,756

Granted

4,644,934

$

2.39

Vested

(191,216)

$

5.04

Forfeited

(69,293)

$

13.07

Total awarded and unvested—March 31, 2020

6,755,000

$

5.86

$

4,816

Intrinsic values are based on the closing price of Antero Resources’ common stock on the referenced dates. As of March 31, 2020, there was $27 million of unamortized equity-based compensation expense related to unvested restricted stock units. That expense is expected to be recognized over a weighted average period of approximately 2.3 years.

Stock Options

A summary of stock option activity for the three months ended March 31, 2020 is as follows:

Weighted

Weighted

average

average

remaining

Intrinsic

Stock

exercise

contractual

value

  

options

  

price

  

life

  

(in thousands)

Outstanding at December 31, 2019

467,633

$

50.64

5.05

$

Granted

$

Exercised

$

Forfeited

(8,339)

$

52.36

Expired

$

Outstanding at March 31, 2020

459,294

$

50.61

4.77

$

Vested or expected to vest as of March 31, 2020

459,294

$

50.61

4.77

$

Exercisable at March 31, 2020

459,294

$

50.61

4.77

$

Intrinsic values are based on the exercise price of the options and the closing price of Antero Resources’ common stock on the referenced dates.

As of March 31, 2020, all stock options were fully vested resulting in no unamortized equity-based compensation expense.

Performance Share Unit Awards

The Company did not have any activities with regards to its performance share units (“PSUs”) during the three months ended March 31, 2020, and the number of PSUs outstanding at March 31, 2020 remained 2,537,283 at a weighted average grant date fair value of $16.74.

As of March 31, 2020, there was $14 million of unamortized equity-based compensation expense related to unvested PSUs. That expense is expected to be recognized over a weighted average period of approximately 1.6 years.

Cash Awards

During the three months ended March 31, 2020, the Company granted cash awards of approximately $3.3 million to certain executives under the Plan. Compensation expense for these awards is recognized ratably over the vesting period for each of three tranches through January 20, 2023. As of March 31, 2020, the Company has accrued approximately $0.6 million in Other liabilities in the unaudited condensed consolidated balance sheet related to such cash awards.

Antero Midstream Partners Phantom Unit Awards and Antero Midstream Corporation Restricted Stock Unit Awards

A summary of Antero Midstream Corporation restricted stock unit awards for the three months ended March 31, 2020 is as follows:

Weighted

average

Aggregate

Number of

grant date

intrinsic value

   

units

   

fair value

   

(in thousands)

Total awarded and unvested—December 31, 2019

657,757

$

14.71

$

4,992

Granted

$

Vested

(10,120)

$

15.81

Forfeited

(9,496)

$

13.75

Total awarded and unvested—March 31, 2020

638,141

$

14.70

$

1,340

Intrinsic values are based on the closing price of shares of Antero Midstream Corporation common stock. As of March 31, 2020, there was $5 million of unamortized equity-based compensation expense related to unvested phantom unit awards. That expense is expected to be recognized over a weighted average period of approximately 1.5 years.