Note 31 Share-based payment

The Group has established different stock awards programs and other share-based payment plans to incentivize the Directors, senior management and employees, enabling them to benefit from the increased market capitalization of the Company.

During 2018, GeoPark announced the 2018 Equity Incentive Plan (the “Plan”) to motivate and reward those employees, directors, consultants and advisors of the Group to perform at the highest level and to further the best interests of the Company and its shareholders. This Plan is designed as a master plan, with a 10-year term, and embraces all equity incentive programs that the Company decides to implement throughout such term. The maximum number of Shares available for issuance under the Plan is 5,000,000 Shares.

During 2019, the Group approved a plan named Value Creation Plan (“VCP”) oriented to key Management. Main characteristics of the VCP are:

Awards payables in a variable number of shares which shall not exceed the quantity of 3,024,172 shares.

Subject to certain market conditions, among others, reaching a stock market price for the Company shares of above US$ 19.42 at vesting date.

Vesting date: December 31, 2021 and 2022 (50% each year).

VCP has been classified as an equity-settled plan. 20% of this plan was awarded to Directors involved in the performance of the Company.

During 2018, the Group approved a share-based compensation program for approximately 200,000 shares. Main characteristics of the Stock Awards Programs are:

Employees hired since July 2016 are eligible.

Exercise price is equal to the nominal value of shares.

Vesting date was June 30, 2019.

Each employee could receive up to three salaries (to be pro-rated between the hiring date and the vesting date divided by 3 years) by achieving the following conditions: continue to be an employee, the stock market price at the date of vesting should be higher than the share price at the date of grant and obtain the Group minimum production, adjusted EBITDA and reserves target for the year of vesting.

During 2016, the Group approved a share-based compensation program for 1,619,105 shares. Main characteristics of the Stock Awards Programs are:

All employees are eligible.

Exercise price is equal to the nominal value of shares.

Vesting date was June 30, 2019.

Each employee could receive up to three salaries by achieving the following conditions: continue to be an employee, the stock market price at the date of vesting should be above US$ 3 and obtain the Group minimum production, adjusted EBITDA and reserves target for the year of vesting.

Details of these costs and the characteristics of the different stock awards programs and other share-based payments are described in the following table and explanations:


	Awards at the	Awards granted	Awards	Awards	Awards at	Charged to net loss / profit
Year of issuance	beginning	in the year	forfeited	exercised	year end	2019	2018	2017
2018	200,000	—	(68,670)	(131,330)	—	416	1,662	—
2016	1,582,426	—	(228,909)	(1,353,517)	—	50	866	865
2014	—	—	—	—	—	—	—	838
Subtotal	1,782,426	—	(297,579)	(1,484,847)	—	466	2,528	1,703
Shares granted to Non-Executive Directors	—	29,220	—	(29,220)	—	500	450	454
VCP 2019	—	378,053	—	—	378,053	951	—	—
Executive Directors Bonus	104,439	52,058	—	—	156,497	800	600	—
VCP 2016 (a)	2,976,781	—	—	(1,488,391)	1,488,390	—	1,868	1,868
Stock awards for service contracts	—	—	—	—	—	—	—	50
	4,863,646	459,331	(297,579)	(3,002,458)	2,022,940	2,717	5,446	4,075

(a)

The awards at year end were issued in January 2020, as set up in the plan.

The awards that are forfeited correspond to employees that had left the Group before vesting date.

In November 2019, the Group approved a share-based compensation program for approximately 800,000 shares. Main characteristics of the Stock Awards Programs are:

Grant Date: January 1, 2020 for existing employees or hiring date for new employees

Employees not included in the VCP and new hiring are eligible.

Exercise price is equal to the nominal value of shares.

Vesting date: January 2, 2023.

Each employee could receive between three and six salaries (to be pro-rated between the hiring date and the vesting date for new hiring) by achieving the following conditions: continue to be an employee, the stock market price at the date of vesting should be higher than the share price at the date of grant and obtain the Group minimum production, adjusted EBITDA and reserves target for the year of vesting.

As the abovementioned program was granted in 2020, it has no impact on these Consolidated Financial Statements