XML 53 R34.htm IDEA: XBRL DOCUMENT v3.22.0.1
Compensation plans (Tables)
 12 Months Ended
Dec. 31, 2021
Share-based Payment Arrangement [Abstract]  
Schedule of restricted stock award activity
The following table reflects the restricted stock award activity for the years presented:
(in thousands, except for weighted-average grant-date fair value)Restricted
stock
awards		Weighted-average
grant-date
fair value
(per share)
Outstanding as of December 31, 2018210 $198.20 
  Granted381 $65.20 
  Forfeited(178)$102.20 
  Vested(138)$178.40 
Outstanding as of December 31, 2019275 $85.80 
  Granted238 $16.54 
  Forfeited(48)$53.51 
  Vested(156)$71.25 
Outstanding as of December 31, 2020309 $44.88 
  Granted237 $38.86 
  Forfeited(42)$42.44 
  Vested(1)
(154)$57.37 
Outstanding as of December 31, 2021350 $35.57 
_____________________________________________________________________________
(1)The aggregate intrinsic value of vested restricted stock awards for the year ended December 31, 2021 was $7.3 million.
Schedule of stock option award activity
The following table reflects the stock option award activity for the years presented:
(in thousands, except for weighted-average exercise price and weighted-average remaining contractual term)
Stock
option
awards
Weighted-average
exercise price
(per share)		Weighted-average
remaining contractual term
(years)
Outstanding as of December 31, 2018127 $253.80 5.99
Exercised(1)$82.00 
Expired or canceled(92)$271.00 
Forfeited(17)$172.20 
Outstanding as of December 31, 201917 $251.20 5.00
Expired or canceled(6)$238.38 
Outstanding as of December 31, 202011 $257.42 4.00
Exercised(2)$82.00 
Expired or canceled(2)$374.77 
Outstanding and exercisable as of December 31, 2021(1)
7 $275.88 3.24
_____________________________________________________________________________
(1)The vested and exercisable stock option awards as of December 31, 2021 had no intrinsic value.
Schedule of vesting rights options Stock option awards granted to employees vest and become exercisable in four equal installments on each of the four anniversaries of the grant date, in accordance with the following schedule:
Full years of continuous employment following grant dateIncremental percentage of
option exercisable		Cumulative percentage of
option exercisable
Less than one— %— %
One25 %25 %
Two25 %50 %
Three25 %75 %
Four25 %100 %
Schedule of performance share/unit award activity
The following table reflects the performance share award activity for the years presented:
(in thousands, except for weighted-average grant-date fair value)
Performance
share awards
Weighted-average
grant-date fair value
(per share)
Outstanding as of December 31, 2018172 $274.80 
Granted(1)
29 $50.40 
Converted from performance unit awards(1)(2)
78 $74.80 
Forfeited(87)$209.60 
Lapsed(3)
(77)$346.20 
Outstanding as of December 31, 2019115 $106.80 
Forfeited(10)$110.94 
Lapsed(4)
(8)$379.20 
Outstanding as of December 31, 202097 $84.06 
Forfeited(10)$74.70 
Vested(1)
(15)$184.43 
Outstanding as of December 31, 202172 $64.74 
_____________________________________________________________________________
(1)The amounts payable in the Company's common stock at the end of the requisite service period for the performance share awards granted on February 16, 2018, February 28, 2019 and June 3, 2019 were determined based on three criteria: (i) RTSR Performance Percentage, (ii) ATSR Appreciation and (iii) ROACE Percentage. The RTSR Performance Percentage, ATSR Appreciation and ROACE Percentage will be used to identify the "RTSR Factor," the "ATSR Factor" and the "ROACE Factor," respectively, which are used to compute the "Performance Multiple" and ultimately to determine the number of shares to be delivered on the payment date. In computing the Performance Multiple, the RTSR Factor is given a 25% weight, the ATSR Factor a 25% weight and the ROACE Factor a 50% weight. The performance share awards granted on February 16, 2018 had a performance period of January 1, 2018 to December 31, 2020 and, as their market and performance criteria were partially satisfied, resulted in a 43% payout. Based on such payout, the granted awards vested and were converted into 6,343 shares of the Company's common stock during the year ended December 31, 2021. The performance share awards granted on February 28, 2019 and June 3, 2019 had a performance period of January 1, 2019 to December 31, 2021 and, as their market and performance criteria were fully satisfied, resulted in a 107% payout. Based on such payout, the granted awards will be converted into shares of the Company's common stock during the first quarter of 2022.
(2)On May 16, 2019, the board of directors elected to change the form of payment from cash to common stock for the awards granted on February 28, 2019. This change in election triggered modification accounting, and the awards, formerly accounted for as liability awards, were converted to equity awards and, accordingly, new fair values were determined based on the May 16, 2019 modification date.
(3)The performance share awards granted on May 25, 2016 had a performance period of January 1, 2016 to December 31, 2018 and, as their market criteria were not satisfied, resulted in a TSR modifier of 0% based on the Company finishing in the ninth percentile of its peer group for relative TSR. As such, the granted units lapsed and were not converted into the Company's common stock during the first quarter of 2019.
(4)The performance share awards granted on February 17, 2017 had a performance period of January 1, 2017 to December 31, 2019 and, as their market criteria were not satisfied, resulted in a TSR modifier of 0% based on the Company finishing in the 15th percentile of its peer group for relative TSR. As such, the granted units lapsed and were not converted into the Company's common stock during the first quarter of 2020.
The following table reflects the performance unit award activity for the years presented:
(in thousands)Performance units
Outstanding as of December 31, 2019— 
Granted(1)
123 
Forfeited(24)
Outstanding as of December 31, 202099 
Granted(2)
110 
Outstanding as of December 31, 2021209 
______________________________________________________________________________
(1)The amounts potentially payable in cash at the end of the requisite service period for the performance unit awards granted on March 5, 2020 will be determined based on three criteria: (i) RTSR Performance Percentage, (ii) ATSR Appreciation and (iii) ROACE Percentage. The RTSR Performance Percentage, ATSR Appreciation and ROACE Percentage will be used to identify the "RTSR Factor," the "ATSR Factor" and the "ROACE Factor," respectively, which are used to compute the "Performance Multiple" and ultimately to determine the final value of each performance unit to be paid in cash on the payment date per the award agreement, subject to withholding requirements. In computing the Performance Multiple, the RTSR Factor is given a 1/3 weight, the ATSR Factor a 1/3 weight and the ROACE Factor a 1/3 weight. These awards have a performance period of January 1, 2020 to December 31, 2022.
(2)The amounts potentially payable in cash at the end of the requisite service period for the performance unit awards granted on March 9, 2021 will be determined based on three criteria: (i) the PSU Matrix, (ii) the EBITDAX/Total Debt Component and (iii) the Inventory Growth Component. These criteria are used to compute the "Performance Multiple" and ultimately to determine the final value of each performance unit to be paid in cash on the payment date per the award agreement, subject to withholding requirements. In computing the Performance Multiple, the PSU Matrix is given a 50% weight, the EBITDAX/Total Debt Component a 25% weight and the Inventory Growth Component a 25% weight. These awards have a performance period of January 1, 2021 to December 31, 2023.
Schedule of fair value of performance share awards granted assumptions
The following table presents (i) the fair values per performance share and the assumptions used to estimate these fair values per performance share and (ii) the expense per performance share, which is the fair value per performance share adjusted for the estimated payout of the performance criteria, for the outstanding performance share awards as of December 31, 2021 for the grant dates presented:
June 3, 2019
February 28, 2019(1)
Market Criteria:
25% RTSR Factor + 25% ATSR Factor:
Fair value assumptions:
Remaining performance period on grant date2.58 years2.63 years
Risk-free interest rate(2)
1.78 %2.14 %
Dividend yield— %— %
Expected volatility(3)
55.45 %55.01 %
Closing stock price on grant date$51.80 $69.80 
Grant-date fair value per performance share $49.00 $79.61 
Expense per performance share as of December 31, 2021$49.00 $79.61 
Performance Criteria:
50% ROACE Factor:
Fair value assumptions:
Closing stock price on grant date$51.80 $69.80 
Grant-date fair value per performance share $51.80 $69.80 
Estimated payout for expense as of December 31, 2021160 %160 %
Expense per performance share as of December 31, 2021(4)
$82.88 $111.68 
Combined:
Grant-date fair value per performance share(5)
$65.94 $95.65 
Expense per performance share as of December 31, 2021(6)
$65.94 $95.65 
______________________________________________________________________________
(1)The fair value assumptions of the performance share awards granted on February 28, 2019 are based on the May 16, 2019 modification date. The total incremental compensation expense resulting from the modification of $1.0 million, which will be recognized over the life of the awards, is calculated utilizing (i) the difference between the March 31, 2019 fair value and the May 16, 2019 fair value and (ii) the outstanding quantity of the converted performance share awards as of June 30, 2019. Such expense excludes the estimated payout component for expense for the 50% ROACE Factor as this is redetermined at each reporting period and the expense will fluctuate accordingly.
(2)The remaining performance period matched zero-coupon risk-free interest rate was derived from the U.S. Treasury constant maturities yield curve on the grant date for each respective award, with the exception of the awards granted on February 28, 2019, which used the modification date of May 16, 2019.
(3)The Company utilized its own remaining performance period matched historical volatility in order to develop the expected volatility.
(4)As the 50% ROACE Factor is based on performance criteria, the expense fluctuates based on the estimated payout and is redetermined each reporting period and the life-to-date recognized expense for the respective awards is adjusted accordingly.
(5)The combined grant-date fair value per performance share is the combination of the fair value per performance share weighted for the market and performance criteria for the respective awards.
(6)The combined expense per performance share is the combination of the expense per performance share weighted for the market and performance criteria for the respective awards.
The total fair value of the outperformance share award and the assumptions used to estimate the fair value of the outperformance share award as of the grant date presented are as follows:
June 3, 2019
Performance period3.00 years
Risk-free interest rate(1)
1.77 %
Dividend yield— %
Expected volatility(2)
55.77 %
Closing stock price on grant date$51.80 
Total fair value of outperformance share award (in thousands)$670.0 
_____________________________________________________________________________
(1)The performance period matched zero-coupon risk-free interest rate was derived from the U.S. Treasury constant maturities yield curve on the grant date.
(2)The Company utilized its own performance period matched historical volatility in order to develop the expected volatility.
The following tables present (i) the fair values per performance unit and the assumptions used to estimate these fair values per performance unit and (ii) the expense per performance unit, which is the fair value per performance unit adjusted for the estimated payout of the performance criteria, for the outstanding performance unit awards as of December 31, 2021 for the grant dates presented:
March 5, 2020
Market criteria:
1/3 RTSR Factor + 1/3 ATSR Factor:
Fair value assumptions:
Remaining performance period1.00 year
Risk-free interest rate(1)
0.39 %
Dividend yield— %
Expected volatility(2)
86.17 %
Closing stock price on December 31, 2021$60.13 
Fair value per performance unit as of December 31, 2021$195.77 
Expense per performance unit as of December 31, 2021$195.77 
Performance criteria:
1/3 ROACE Factor:
Fair value assumptions:
Closing stock price on December 31, 2021$60.13 
Fair value per performance unit as of December 31, 2021$60.13 
Estimated payout for expense as of December 31, 2021130.00 %
Expense per performance unit as of December 31, 2021(3)
$78.17 
Combined:
Fair value per performance unit as of December 31, 2021(4)
$91.31 
Expense per performance unit as of December 31, 2021(5)
$91.31 
______________________________________________________________________________
(1)The remaining performance period matched zero-coupon risk-free interest rate was derived from the U.S. Treasury constant maturities yield curve on December 31, 2021.
(2)The Company utilized its own remaining performance period matched historical volatility in order to develop the expected volatility.
(3)As the 1/3 ROACE Factor is based on performance criteria, the expense fluctuates based on the estimated payout and is redetermined each reporting period and the life-to-date recognized expense for the award is adjusted accordingly.
(4)The combined fair value per performance unit is the combination of the fair value per performance unit weighted for the market and performance criteria for the award.
(5)The combined expense per performance unit is the combination of the expense per performance unit weighted for the market and performance criteria for the award.
March 9, 2021
Market criteria:
50% PSU Matrix Component:
Fair value assumptions:
Remaining performance period2.00 years
Risk-free interest rate(1)
0.73 %
Dividend yield— %
Expected volatility(2)
135.42 %
Closing stock price on December 31, 2021$60.13 
Fair value per performance unit as of December 31, 2021$121.72 
Expense per performance unit as of December 31, 2021$121.72 
Performance criteria:
25% EBITDAX/Total Debt Component + 25% Inventory Growth Component
Fair value assumptions:
Closing stock price on December 31, 2021$60.13 
Fair value per performance unit as of December 31, 2021$60.13 
Estimated payout for expense as of December 31, 2021100.00 %
Expense per performance unit as of December 31, 2021(3)
$60.13 
Combined:
Fair value per performance unit as of December 31, 2021(4)
$90.92 
Expense per performance unit as of December 31, 2021(5)
$90.92 
______________________________________________________________________________
(1)The remaining performance period matched zero-coupon risk-free interest rate was derived from the U.S. Treasury constant maturities yield curve on December 31, 2021.
(2)The Company utilized its own remaining performance period matched historical volatility in order to develop the expected volatility.
(3)As the 25% EBITDAX/Total Debt Component and 25% Inventory Growth Component are based on performance criteria, the expense fluctuates based on the estimated payout and is redetermined each reporting period and the life-to-date recognized expense for the award is adjusted accordingly.
(4)The combined fair value per performance unit is the combination of the fair value per performance unit weighted for the market and performance criteria for the award.
(5)The combined expense per performance unit is the combination of the expense per performance unit weighted for the market and performance criteria for the award.
Schedule of phantom unit award activity
The following table reflects the phantom unit award activity for the year ended December 31, 2021:
(in thousands, except for weighted-average fair value)Phantom units
Outstanding as of December 31, 2019— 
Granted75 
Outstanding as of December 31, 202075 
Granted5 
Forfeited(22)
Vested(1)
(25)
Outstanding as of December 31, 2021(2)
33 
______________________________________________________________________________
(1)On March 5, 2021, the vested phantom unit awards were settled and paid out in cash at a fair value per unit of $34.24 based on the Company's closing stock price on the vesting date.
(2)The fair value per unit of outstanding phantom unit awards as of December 31, 2021 was $60.13.
Schedule of stock-based compensation expense
The following table reflects equity-based compensation expense for the years presented:
Years ended December 31,
(in thousands)202120202019
Equity awards:
Restricted stock awards$7,594 $8,839 $13,169 
Performance share awards1,482 2,545 (1,250)
Outperformance share award175 174 101 
Stock option awards7 77 740 
Total share-settled equity-based compensation, gross$9,258 $11,635 $12,760 
Less amounts capitalized (1,583)(3,418)(4,470)
Total share-settled equity-based compensation, net$7,675 $8,217 $8,290 
Liability awards:
Performance unit awards$7,480 $749 $— 
Phantom unit awards1,238 404 — 
Total cash-settled equity-based compensation, gross$8,718 $1,153 $— 
Less amounts capitalized(365)(163)— 
Total cash-settled equity-based compensation, net$8,353 $990 $— 
Total equity-based compensation, net$16,028 $9,207 $8,290 
Schedule of costs recognized for defined contribution plan
The following table presents the contributions expense recognized for the Company's 401(k) plan for the years presented:
 Years ended December 31,
(in thousands)202120202019
Contributions$1,652 $1,649 $1,742