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Share-Based Compensation
9 Months Ended
Sep. 30, 2023
Share-Based Compensation  
Share-Based Compensation

8. Share-Based Compensation

Market and Performance-Contingent Awards

The Company periodically grants market-based performance-contingent share awards to employees. For the three months ended September 30, 2023, no such market-based restricted share units (“RSUs”) were granted, and for the nine months ended September 30, 2023, the Company granted 165,000 of such RSUs. The 165,000 RSUs had a fair value of $1.4 million that vest upon the Company’s ordinary shares meeting certain market-based price targets followed by a service period. The fair value of these market-based RSUs is being recognized through February 2027. For the three and nine months ended September 30, 2023, the Company recognized $0.2 million and $0.5 million, respectively, of share-based compensation expense related to the awards.

For the three months ended September 30, 2023, the Company did not grant any performance-contingent RSUs, and for the nine months ended September 30, 2023, the Company granted 367,000 of such RSUs. The 367,000 RSUs had a fair value of $3.7 million with performance vesting dates through February 2026. In September 2023, the Company concluded that 52,500 of the RSUs were probable of achievement, and as a result, the Company recognized $0.3 million of cumulative catch-up share-based compensation expense for the three and nine months ended September 30, 2023.

Amendment and Restatement of 2013 Equity Incentive Plan

At the Company’s Annual General Meeting of Shareholders on May 2, 2023, the Company’s shareholders approved an amendment and restatement of the Company’s 2013 Equity Incentive Plan (the “2013 EIP”) to effect the following material changes to the existing plan (i) extend the term of the 2013 EIP by an additional ten years; (ii) eliminate the provision that provided for automatic annual increases in the number of shares available for issuance under the 2013 EIP; (iii) reduce the number of shares reserved for issuance by 3,808,287 shares; (iv) eliminate the Company’s ability to reprice options and share appreciation rights without first obtaining shareholder approval; and (v) remove certain provisions no longer necessary since the repeal of the exemption from the annual deduction limitation imposed by Section 162(m) of the Internal Revenue Code for performance-based compensation.