SHARE-BASED COMPENSATION

3 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

The following table presents share-based compensation expense (benefit) recognized by the Company and unrecognized compensation cost:


	Share-Based Compensation				Unrecognized Compensation Cost as of March 31, 2023
	Three Months Ended March 31,
	2023		2022

Awards issued pursuant to LTIP:
Stock option awards (a)	$	(5,585)	$	22,497	$	18,458
Performance stock units (a)	(7,198)		2,026		17,351
Restricted share units	3,396		16,009		88,687
Other	6,764		—		63,749
	$	(2,623)	$	40,532	$	188,245

(a)The benefit for 2023 includes credits due to the modification of awards to certain former executive officers and forfeitures in the period.

Stock Option Awards

The following table summarizes activity related to stock options granted to Company employees:


	Shares Under Option	Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (a)
Balance at December 31, 2022	51,075,675	$	20.27	7.73	$	184
Granted	640	4.69

Forfeited	(1,296,232)	18.33
Exchanged and canceled (b)	(24,015,508)	20.72
Balance at March 31, 2023	25,764,575	$	19.94	6.90	$	—
Options exercisable at March 31, 2023	14,964,982	$	23.21	5.70	$	—

(a)The aggregate intrinsic value is calculated as the difference between the exercise price and the closing price of Altice USA's Class A common stock at the respective date.

(b)Options exchanged and canceled in connection with the Company's stock option exchange program discussed below.

As of March 31, 2023, the total unrecognized compensation cost related to stock options is expected to be recognized over a weighted-average period of approximately 2.57 years.

In January 2023, the Company commenced a stock option exchange program (the "Exchange Offer") pursuant to which eligible employees were provided the opportunity to exchange eligible stock options for a number of restricted stock units (“RSU”) and deferred cash-denominated awards (“DCA”) at the exchange ratio of one RSU and ten dollars of DCAs for every seven eligible options tendered. In connection with the Exchange Offer, the Company canceled 24,015,508 options and granted 3,430,433 restricted stock units and $34,309 of DCAs awards. The exchange of these options was accounted for as a modification of share-based compensation awards. Accordingly, the Company will recognize the unamortized compensation cost related to the canceled options of approximately $33,475, as well as the incremental compensation cost associated with the replacement awards of $34,000 over their two year vesting term.

Performance Stock Units

The following table summarizes activity related to performance stock units ("PSUs") granted to Company employees:


			Number of PSUs
Balance at December 31, 2022			5,179,359
Forfeited			(235,020)
Balance at March 31, 2023			4,944,339

The PSUs have a weighted average grant date fair value of $7.60 per unit. The total unrecognized compensation cost related to the outstanding PSUs is expected to be recognized over a weighted-average period of approximately 2.83 years.

Restricted Share Units

The following table summarizes activity related to restricted share units granted to Company employees:


			Number of Units
Balance at December 31, 2022			7,495,388
Granted (including 3,430,433 in connection with Exchange Offer) (a)			9,891,225
Vested			(49,105)
Forfeited			(525,707)
Balance at March 31, 2023			16,811,801

(a)In March 2023, the Company granted 6,460,792 RSUs to certain employees and directors pursuant to the 2017 LTIP with an aggregate fair value of $21,823 ($3.38 per share) which are being expensed over the vesting period. Most of these awards vest over three years in 33-1/3 annual increments.

Deferred Cash-Denominated Awards

Pursuant to the Exchange Offer, the Company granted $34,309 DCAs, which will be settled in shares of the Company's class A common stock, or cash, at the Company's option. The DCAs vest over a two-year period. As of March 31, 2023, $33,716 awards were outstanding.

Cash Performance Awards

In March 2023, the Company granted deferred cash performance awards with a target value of $25,248 which cliff vest in three years. The payout of these awards can range from 0% to 200% of the target value based on the Company’s achievement of certain revenue and adjusted EBITDA targets during a three year performance period. These awards will be settled in shares of the Company's class A common stock, or cash, at the Company's option. As of March 31, 2023, $25,228 awards were outstanding.

Lightpath Plan Awards

As of March 31, 2023, 498,225 Class A-1 management incentive units and 221,987 Class A-2 management incentive units ("Award Units") granted to certain employees of Lightpath were outstanding. Vested units will be redeemed upon a partial exit, a change in control or the completion of an initial public offering, as defined in the Lightpath Holdings LLC agreement. The grant date fair value of the Award Units granted and outstanding aggregated $32,219 as of March 31, 2023 and will be expensed in the period in which a partial exit or a liquidity event is consummated.