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Equity-Based Compensation

9 Months Ended

Sep. 30, 2020

11. Equity-Based Compensation

Employee equity-based compensation expense, net of the amount capitalized in internally developed software, is as follows (in thousands):


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019
Expense from time-based awards^(a)	$	3,040	$	1,883	$	7,535	$	5,846
Expense from performance-based awards ^(a)(b)		374		(3,582)		844		(3,332)
Expense from bonus to be settled in shares ^(c)		—		687		—		2,505
Equity-based compensation capitalized		—		25		(32)		(159)
Equity-based compensation expense	$	3,414	$	(987)	$	8,347	$	4,860

(a)

Includes awards granted to booj, First, wemlo and Gadberry employees and former owners at the time of acquisition.

(b)

Expense recognized for performance-based awards is re-assessed each quarter based on expectations of achievement against the performance conditions. The Company granted certain performance awards to booj employees that were modified in September 2019 to extend the due date resulting in a significant reversal of expense in the third quarter of 2019. These awards substantially vested on December 31, 2019 and have no comparable amounts in 2020.

(c)

In 2019, the Company revised its annual bonus plan so that a portion of the bonus for most employees would be settled in shares if the Company met certain performance metrics. The Company eliminated the 2020 corporate bonus plan as part of cost savings measures in connection with the COVID-19 pandemic.

Time-based Restricted Stock

The following table summarizes equity-based compensation activity related to time-based restricted stock units and restricted stock awards:


	Shares	Weighted average grant date fair value per share
Balance, January 1, 2020	455,452	$	46.15
Granted	769,750	$	33.05
Shares vested (including tax withholding) ^(a)	(163,028)	$	45.58
Forfeited	(14,778)	$	37.20
Balance, September 30, 2020	1,047,396	$	36.73

(a)

Pursuant to the terms of the RE/MAX Holdings, Inc. 2013 Omnibus Incentive Plan, shares withheld by the Company for the payment of the employee's tax withholding related to shares vesting are added back to the pool of shares available for future awards.

As of September 30, 2020, there was $30.0 million of total unrecognized expense, all of which is related to unvested awards, which is expected to be recognized over the weighted-average remaining vesting period of 2.2 years.

Performance-based Restricted Stock

The following table summarizes equity-based compensation activity related to performance-based restricted stock units:


	Shares	Weighted average grant date fair value per share
Balance, January 1, 2020	139,964	$	45.31
Granted	205,188	$	28.34
Shares vested (including tax withholding) ^(a)	(6,331)	$	38.49
Forfeited	(8,629)	$	39.77
Balance, September 30, 2020	330,192	$	35.04

(a)	Represents the total participant target award.

As of September 30, 2020, there was $2.9 million of total unrecognized expense, all of which is related to unvested awards, which is expected to be recognized over the weighted-average remaining vesting period of 2.0 years.