XML 32 R22.htm IDEA: XBRL DOCUMENT v3.23.1
Equity-Based Compensation
3 Months Ended
Mar. 31, 2023
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Equity-Based Compensation
14.
Equity-Based Compensation

Equity Incentive Plans

The Company issues stock-based awards, including stock options, restricted stock and restricted stock units, to certain officers, employees and non-employee directors under the Acadia Healthcare Company, Inc. Incentive Compensation Plan (the “Equity Incentive Plan”). At March 31, 2023, a maximum of 12,700,000 shares of the Company’s common stock were authorized for issuance as stock options, restricted stock and restricted stock units or other share-based compensation under the Equity Incentive Plan, of which 2,885,024 were available for future grant. Stock options may be granted for terms of up to ten years. The Company recognizes expense on all share-based awards on a straight-line basis over the requisite service period of the entire award. Grants to employees generally vest in annual increments of 25% each year, commencing one year after the date of grant. The exercise prices of stock

options are equal to the most recent closing price of the Company’s common stock on the most recent trading date prior to the date of grant.

The Company recognized $7.6 million and $7.9 million in equity-based compensation expense for the three months ended March 31, 2023 and 2022, respectively. Stock compensation expense for the three months ended March 31, 2023 and 2022 is impacted by forfeiture adjustments and restricted stock unit adjustments based on actual performance compared to vesting targets. At March 31, 2023, there was $78.1 million of unrecognized compensation expense related to unvested options, restricted stock and restricted stock units, which is expected to be recognized over the remaining weighted average vesting period of 1.5 years.

The Company recognized a deferred income tax benefit of $2.1 million and $2.0 million for the three months ended March 31, 2023 and 2022, respectively, related to equity-based compensation expense.

Stock Options

Stock option activity during 2022 and 2023 was as follows:

 

 

 

Number
of
Options

 

 

Weighted
Average
Exercise Price

 

 

Weighted
Average
Remaining
Contractual
Term (in years)

 

 

Aggregate
Intrinsic
Value (in thousands)

 

Options outstanding at January 1, 2022

 

 

1,106,069

 

 

$

42.07

 

 

 

 

 

 

 

Options granted

 

 

334,260

 

 

 

55.73

 

 

 

 

 

 

 

Options exercised

 

 

(285,577

)

 

 

40.66

 

 

 

 

 

 

 

Options cancelled

 

 

(175,475

)

 

 

46.98

 

 

 

 

 

 

 

Options outstanding at December 31, 2022

 

 

979,277

 

 

 

46.27

 

 

 

 

 

 

 

Options granted

 

 

226,940

 

 

 

80.40

 

 

 

 

 

 

 

Options exercised

 

 

(32,491

)

 

 

37.01

 

 

 

 

 

 

 

Options cancelled

 

 

(19,945

)

 

 

50.32

 

 

 

 

 

 

 

Options outstanding at March 31, 2023

 

 

1,153,781

 

 

$

53.17

 

 

 

7.71

 

 

$

24,007

 

Options exercisable at March 31, 2023

 

 

507,616

 

 

$

42.08

 

 

 

6.27

 

 

$

15,315

 

 

Fair values are estimated using the Black-Scholes option pricing model. The following table summarizes the grant-date fair value of options and the assumptions used to develop the fair value estimates for options granted during the three months ended March 31, 2023 and year ended December 31, 2022:

 

 

 

March 31,
2023

 

 

December 31,
2022

 

Weighted average grant-date fair value of options

 

$

31.80

 

 

$

20.72

 

Risk-free interest rate

 

 

4.2

%

 

 

2.0

%

Expected volatility

 

 

37

%

 

 

39

%

Expected life (in years)

 

 

5.0

 

 

 

5.0

 

 

The Company’s estimate of expected volatility for stock options is based upon the volatility of its stock price over the expected life of the award. The risk-free interest rate is the approximate yield on U.S. Treasury Strips having a life equal to the expected option life on the date of grant. The expected life is an estimate of the number of years an option will be held before it is exercised.

Other Stock-Based Awards

Restricted stock activity during 2022 and 2023 was as follows:

 

 

 

Number of
Shares

 

 

Weighted
Average
Grant-Date
Fair Value

 

Unvested at January 1, 2022

 

 

926,627

 

 

$

37.84

 

Granted

 

 

650,396

 

 

 

64.65

 

Cancelled

 

 

(145,205

)

 

 

49.03

 

Vested

 

 

(386,616

)

 

 

32.64

 

Unvested at December 31, 2022

 

 

1,045,202

 

 

$

54.89

 

Granted

 

 

275,280

 

 

 

79.25

 

Cancelled

 

 

(29,456

)

 

 

59.21

 

Vested

 

 

(218,330

)

 

 

41.11

 

Unvested at March 31, 2023

 

 

1,072,696

 

 

$

63.83

 

 

Restricted stock unit activity during 2022 and 2023 was as follows:

 

 

 

Number of
Units

 

 

Weighted
Average
Grant-Date
Fair Value

 

Unvested at January 1, 2022

 

 

1,504,420

 

 

$

23.20

 

Granted

 

 

105,311

 

 

 

73.96

 

Performance adjustment

 

 

182,543

 

 

 

33.05

 

Cancelled

 

 

 

 

 

 

Vested

 

 

(518,474

)

 

 

43.16

 

Unvested at December 31, 2022

 

 

1,273,800

 

 

$

20.69

 

Granted

 

 

 

 

 

 

Performance adjustment

 

 

355,010

 

 

 

11.21

 

Cancelled

 

 

 

 

 

 

Vested

 

 

(1,408,195

)

 

 

10.60

 

Unvested at March 31, 2023

 

 

220,615

 

 

$

68.11

 

 

Restricted stock awards are time-based vesting awards that vest over a period of three or four years and are subject to continuing service of the employee or non-employee director over the ratable vesting periods. The fair values of the restricted stock awards were determined based on the closing price of the Company’s common stock on the trading date immediately prior to the grant date.

Restricted stock units are granted to employees and are subject to Company performance compared to pre-established targets. In addition to Company performance, these performance-based restricted stock units are subject to the continuing service of the employee during the three-year period covered by the awards. The performance condition for the restricted stock units is based on the Company’s achievement of annually established targets for diluted earnings per share. The number of shares issuable at the end of the applicable vesting period of restricted stock units ranges from 0% to 200% of the targeted units based on the Company’s actual performance compared to the targets.

The fair values of restricted stock units were determined based on the closing price of the Company’s common stock on the trading date immediately prior to the grant date for units subject to performance conditions.