Share-based Compensation

3 Months Ended

Mar. 31, 2020

Share-based Payment Arrangement [Abstract]

Our share-based compensation expense primarily relates to the share-based incentive awards issued by Liberty Global to its employees and employees of its subsidiaries. A summary of our aggregate share-based compensation expense is set forth below:



	Three months ended March 31,
	2020		2019
	in millions
Liberty Global:
Performance-based incentive awards (a)	$	27.7	$	29.9
Non-performance based incentive awards	18.3		22.0
Other (b)	6.2		9.9
Total Liberty Global	52.2		61.8
Other	3.0		5.5
Total	$	55.2	$	67.3
Included in:
Other operating expense	$	0.7	$	0.9
SG&A expense	54.5		66.4
Total	$	55.2	$	67.3

_______________

(a)

Includes share-based compensation expense related to (i) performance-based restricted share units (PSUs), (ii) a challenge performance award plan for certain executive officers and key employees (the 2019 Challenge Performance Awards), which included performance-based share appreciation rights (PSARs) and PSUs, and (iii) for the 2020 period, the performance-based portion of a performance award granted to our Chief Executive Officer in April 2019 (the 2019 CEO Performance Award).

(b)

Represents annual incentive compensation and defined contribution plan liabilities that have been or are expected to be settled with Liberty Global ordinary shares. In the case of the annual incentive compensation, shares have been or will be issued to senior management and key employees pursuant to a shareholding incentive program. The shareholding incentive program allows these employees to elect to receive up to 100% of their annual incentive compensation in ordinary shares of Liberty Global in lieu of cash.

The following table provides the aggregate number of options, share appreciation rights (SARs) and PSARs with respect to awards issued by Liberty Global that were (i) outstanding and (ii) exercisable as of March 31, 2020:



	Class A			Class C
	Number of shares underlying awards	Weighted Average exercise or base price		Number of shares underlying awards	Weighted Average exercise or base price
Held by Liberty Global employees:
Outstanding	20,474,598	$	30.13	46,274,632	$	28.71
Exercisable	11,845,481	$	32.43	28,610,972	$	30.29

Held by former Liberty Global employees:
Outstanding	1,494,806	$	33.98	3,344,700	$	32.09
Exercisable	1,440,609	$	33.94	3,236,327	$	32.02

The following table provides the aggregate number of restricted share units (RSUs) and PSUs that were outstanding as of March 31, 2020:



	Class A	Class B	Class C
Held by Liberty Global employees:
RSUs	471,979	—	938,931
PSUs	3,395,295	1,330,000	6,790,516
Held by former Liberty Global employees:
RSUs	2,191	—	4,365
PSUs	47,671	—	95,340