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Equity-Based and Other Deferred Compensation
3 Months Ended
Mar. 31, 2022
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Equity-Based and Other Deferred Compensation

10.

EQUITY-BASED AND OTHER DEFERRED COMPENSATION

Overview

Further information regarding the Company’s equity-based compensation awards is described in Note 10. “Equity-Based and Other Deferred Compensation” in the “Notes to Consolidated Financial Statements” in “Part II. Item 8. Financial Statements and Supplementary Data” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

The following table represents equity-based compensation expense and related income tax benefit for the three months ended March 31, 2022 and 2021, respectively:

 

  

 

Three Months Ended

March 31,

 

 

 

2022

 

 

2021

 

Equity-Based Compensation Expense

 

$

59,069

 

 

$

29,948

 

Income Tax Benefit

 

$

8,022

 

 

$

4,027

 

 

Restricted Stock Units

The following table summarizes activity related to unvested RSUs for the three months ended March 31, 2022:

 

 

 

Restricted Stock Units

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

Grant Date

 

 

 

Number of

 

 

Fair Value

 

 

 

Units

 

 

(in dollars)

 

Balance, December 31, 2021

 

 

4,098,671

 

 

$

60.14

 

Granted

 

 

1,836,887

 

 

 

63.62

 

Dividends Reinvested on RSUs

 

 

(49,604

)

 

 

45.59

 

Forfeited

 

 

(21,872

)

 

 

64.97

 

Vested

 

 

(1,502,562

)

 

 

50.52

 

Balance, March 31, 2022

 

 

4,361,520

 

 

$

65.06

 

 

As of March 31, 2022, there was $185.6 million of estimated unrecognized compensation expense related to unvested RSU awards. This cost is expected to be recognized over a weighted-average period of 1.9 years. The Company assumes a forfeiture rate of 1.0% to 6.0% annually based on expected turnover and periodically reassesses this rate. The weighted-average grant date fair value with respect to RSUs granted for the three months ended March 31, 2021 was $73.08.

RSU Awards with Both Service and Market Conditions

The Company has granted RSU awards containing both service and market conditions. The service condition requirement for these awards is generally three to five years. The market condition will generally be satisfied upon the publicly traded shares of Class A common stock achieving certain volume weighted average share price targets over various trading periods during the life of the award.

Effective February 10, 2022, the Company granted RSU awards containing both service and market conditions. The effect of the service and market conditions is reflected in the grant date fair value of the award. Compensation cost is recognized over the requisite service period, provided that the service period is completed, irrespective of whether the market condition is satisfied. The service condition requirement with respect to such RSU awards is five years with 20% vesting per annum. The market condition requirement will be 50% satisfied upon the dividend-adjusted publicly traded shares of Class A common stock achieving a volume-weighted average share price over any consecutive 20-day trading period (“20-day VWAP”) of $100 and the other 50% will be satisfied ratably upon the dividend-adjusted publicly traded shares of Class A common stock achieving a 20-day VWAP above $100 with the market condition fully satisfied upon achieving a 20-day VWAP of $130 prior to February 26, 2027. No portion of these awards will become vested until both the service and market conditions have been satisfied.

The following table summarizes activity related to unvested RSU awards with both a service and market condition for the three months ended March 31, 2022:

 

 

 

RSU Awards with

Both Service and Market

Conditions

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

Grant Date

 

 

 

Number of

 

 

Fair Value

 

 

 

Units

 

 

(in dollars)

 

Balance, December 31, 2021

 

 

50,280

 

 

$

36.53

 

Granted

 

 

1,514,748

 

 

 

41.97

 

Dividends Reinvested on RSUs

 

 

11

 

 

 

34.00

 

Vested

 

 

(4,167

)

 

 

13.52

 

Balance, March 31, 2022

 

 

1,560,872

 

 

$

41.87

 

 

As of March 31, 2022, there was $50.3 million of estimated unrecognized compensation expense related to RSU awards with both a service and market condition. This cost is expected to be recognized over a weighted-average period of 3.0 years. The Company assumes a forfeiture rate of 4.0% to 6.0% annually based on expected turnover and periodically reassesses this rate.

The Company estimated the fair value of RSU awards with both a service and market condition at grant using a Monte Carlo simulation. The following table presents the assumptions used for the three months ended March 31, 2022:

 

Risk-Free Interest Rate

 

 

2.0

%

Volatility Factor

 

 

37.0

%

Expected Life (in years)

 

 

5.0

 

 

Restricted Share Awards

In connection with the acquisition of CamberView Partners Holdings, LLC, certain individuals were issued restricted shares of the Company’s Class A common stock. Based on the terms of the award, compensation expense will be recognized over four years. For the three months ended March 31, 2022, no restricted share awards were granted. As of March 31, 2022, there were 2,592 restricted shares outstanding and $47 thousand of estimated unrecognized compensation expense related to such restricted share awards. This cost is expected to be recognized over a weighted-average period of 0.5 years.

Partnership Units

The following table summarizes activity related to unvested Partnership Units for the three months ended March 31, 2022:

 

  

 

Partnership Units

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

Average

 

 

 

Number of

 

 

Grant Date

 

 

 

Partnership

 

 

Fair Value

 

 

 

Units

 

 

(in dollars)

 

Balance, December 31, 2021

 

 

248,595

 

 

$

53.42

 

Granted

 

 

47,588

 

 

 

59.84

 

Vested

 

 

(79,268

)

 

 

49.26

 

Balance, March 31, 2022

 

 

216,915

 

 

$

56.35

 

 

As of March 31, 2022, there was $9.5 million of estimated unrecognized compensation expense related to unvested Partnership Units. This cost is expected to be recognized over a weighted-average period of 1.2 years. The Company assumes a forfeiture rate of 4.0% annually based on expected turnover and periodically reassesses this rate. The weighted-average grant date fair value with respect to Partnership Units granted for the three months ended March 31, 2021 was $68.10.

Partnership Unit Awards with Both Service and Market Conditions

Effective February 10, 2022, the Company granted Partnership Unit awards containing both service and market conditions. The effect of the service and market conditions is reflected in the grant date fair value of the award. Compensation cost is recognized over the requisite service period, provided that the service period is completed, irrespective of whether the market condition is satisfied. The service condition requirement with respect to such Partnership Unit awards is five years with 20% vesting per annum. The market condition requirement will be 50% satisfied upon the dividend-adjusted publicly traded shares of Class A common stock achieving a 20-day VWAP of $100 and the other 50% will be satisfied ratably upon the dividend-adjusted publicly traded shares of Class A common stock achieving a 20-day VWAP above $100 with the market condition fully satisfied upon achieving a 20-day VWAP of $130 prior to February 26, 2027. No portion of these awards will become vested until both the service and market conditions have been satisfied.

The following table summarizes activity related to unvested Partnership Unit awards with both a service and market condition for the three months ended March 31, 2022:

 

 

 

Partnership Unit Awards with

Both Service and Market

Conditions

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

Average

 

 

 

Number of

 

 

Grant Date

 

 

 

Partnership

 

 

Fair Value

 

 

 

Units

 

 

(in dollars)

 

Balance, December 31, 2021

 

 

 

 

$

 

Granted

 

 

1,107,768

 

 

 

39.10

 

Balance, March 31, 2022

 

 

1,107,768

 

 

$

39.10

 

 

 

As of March 31, 2022, there was $35.1 million of estimated unrecognized compensation expense related to Partnership Unit awards with both a service and market condition. This cost is expected to be recognized over a weighted-average period of 3.1 years. The Company assumes a forfeiture rate of 4.0% annually based on expected turnover and periodically reassesses this rate.

 

 

The Company estimated the fair value of Partnership Unit awards with both a service and market condition at grant using a Monte Carlo simulation. The following table presents the assumptions used for the three months ended March 31, 2022:

 

Risk-Free Interest Rate

 

 

2.0

%

Volatility Factor

 

 

37.0

%

Expected Life (in years)

 

 

5.0

 

 

Units Expected to Vest

The following unvested units, after expected forfeitures, as of March 31, 2022, are expected to vest:

 

  

 

 

 

 

 

Weighted-

Average

 

 

 

 

 

 

 

Service Period

 

 

 

Units

 

 

in Years

 

Restricted Stock Units

 

 

5,431,907

 

 

 

2.2

 

Partnership Units

 

 

1,202,741

 

 

 

2.8

 

Restricted Share Awards

 

 

2,584

 

 

 

0.5

 

Total Equity-Based Awards

 

 

6,637,232

 

 

 

2.3

 

Deferred Cash Compensation

The Company has periodically issued deferred cash compensation in connection with annual incentive compensation as well as other hiring or retention related awards. These awards typically vest over a period of one to four years. Compensation expense related to deferred cash awards was $7.0 million and $8.2 million for the three months ended March 31, 2022 and 2021, respectively. As of March 31, 2022, there was $30.2 million of unrecognized compensation expense related to these awards. The weighted-average period over which this compensation cost is expected to be recognized is 2.3 years.