The Company historically had a Management Equity Incentive Plan (the “Plan”) under which the Parent awarded certain Class B Units (the “Units”) to employees of the Company. The Units generally vested over a five-year vesting period with 50% of vesting contingent on certain performance criteria of the Company.

A summary of the Company’s historical activity for the Units is presented in the following table:

Class B Units	Shares
Outstanding at January 1, 2017		7,051,000
Granted		1,304,000
Less: Redeemed		155,000
Less: Forfeited		650,000
Outstanding at September 30, 2017		7,550,000

During the fiscal year ended September 30, 2018, prior to the IPO, the Company granted 244,000 Units and had redemption and forfeiture activity of 165,000 Units and 44,000 Units respectively, totaling 7,585,000 Units outstanding immediately prior to the IPO.

On March 10, 2020, stockholders of the Company approved, and the Company’s Board of Directors adopted, the Amended and Restated BrightView Holdings, Inc. 2018 Omnibus Incentive Plan (the “2018 Omnibus Incentive Plan”). The 2018 Omnibus Incentive Plan provides that the total number of shares of common stock that may be issued under the plan is 18,650,000. Under the plan, the Company may grant stock options, stock appreciation rights, restricted stock, other equity-based awards and other cash-based awards to employees, directors, officers, consultants and advisors.

On June 27, 2018, in connection with the IPO and in accordance with the provisions of the respective Limited Partnership Agreement and Plan documents, all of the 7,585,000 outstanding Units were converted into 2,241,000 shares of outstanding common stock of the Company at a weighted average grant date fair value of $14.66, including 1,346,000 shares of restricted stock subject to vesting under the same vesting conditions of the original Units. Subsequent to the IPO, through September 30, 2018, 252,000 shares vested and 1,094,000 shares outstanding remained restricted stock subject to vesting as of September 30, 2018. During the fiscal year ended September 30, 2019, 194,000 shares vested, 91,000 shares were forfeited and 809,000 shares outstanding remained restricted stock subject to vesting as of September 30, 2019. During the fiscal year ended September 30, 2020, 144,000 shares vested, 53,000 shares were forfeited and 612,000 shares outstanding remain restricted stock subject to vesting as of September 30, 2020.

On June 27, 2018, in connection with the IPO, the Company issued 684,000 shares at a weighted average grant date fair value of $22.00, all of which are restricted stock subject to vesting. These shares vest ratably over a three-year period commencing on the first anniversary of the issuance date and all 684,000 shares outstanding remained restricted stock subject to vesting as of September 30, 2018. During the fiscal year ended September 30, 2019, 144,000 shares vested, 247,000 shares were forfeited or canceled and 293,000 shares outstanding remained restricted stock subject to vesting as of September 30, 2019. During the fiscal year ended September 30, 2020, 131,000 shares vested, 40,000 shares were forfeited or canceled and 122,000 shares outstanding remain restricted stock subject to vesting as of September 30, 2020.

On November 28, 2018, the Company issued 492,000 shares at a weighted average grant date fair value of $13.49, all of which are restricted stock subject to vesting. The majority of these shares vest ratably over a four-year period commencing on the first anniversary of the grant date. Non-cash equity-based compensation expense associated with the grant will be approximately $6.2 over the requisite service period. During the fiscal year ended September 30, 2019, 1,000 shares vested, 16,000 shares were forfeited and 475,000 shares outstanding remained restricted stock subject to vesting as of September 30, 2019. During the fiscal year ended September 30, 2020, 97,000 shares vested, 38,000 shares were forfeited and 340,000 shares outstanding remain restricted stock subject to vesting as of September 30, 2020.

On June 3, 2019, the Company issued 152,000 restricted stock units (“RSUs”) at a weighted average grant date fair value of $16.86, all of which are subject to vesting. These RSUs vest ratably over either a three-year or a four-year period commencing on the first anniversary of the grant date. Non-cash equity-based compensation expense associated with the grant will be approximately $2.4 over the requisite service period. During the fiscal year ended September 30, 2019, 8,000 RSUs were forfeited and 144,000 RSUs outstanding remain subject to vesting as of September 30, 2019. During the fiscal year ended September 30, 2020, 70,000 RSUs vested, 9,000 RSUs were forfeited and 65,000 RSUs outstanding remain subject to vesting as of September 30, 2020.

On November 22, 2019, the Company issued 194,000 nonforfeitable RSUs at a weighted average grant date fair value of $16.89, all of which are subject to vesting. The majority of these shares vest ratably over a two-year period commencing on the first anniversary of the grant date. Non-cash equity-based compensation expense associated with the grant is approximately $3.3 all of which was recognized during the three months ended December 31, 2019. During the fiscal year ended September 30, 2020, 6,000 RSUs vested and 188,000 RSUs outstanding remain subject to vesting as of September 30, 2020.

On November 22, 2019, the Company issued 454,000 RSUs at a weighted average grant date fair value of $16.89, all of which are subject to vesting. The majority of these units vest ratably over a four-year period commencing on the first anniversary of the grant date. Non-cash equity-based compensation expense associated with the grant will be approximately $6.8 over the requisite service period. During the fiscal year ended September 30, 2020, 5,000 RSUs vested, 54,000 RSUs were forfeited and 395,000 RSUs outstanding remain subject to vesting as of September 30, 2020.

On May 22, 2020, the Company issued 73,000 RSUs at a weighted average grant date fair value of $13.66, all of which are subject to vesting. The majority of these units vest ratably over a four-year period commencing on the first anniversary of the grant date. Non-cash equity-based compensation expense associated with the grant will be approximately $0.9 over the requisite service period. During the fiscal year ended September 30, 2020, 1,000 RSUs vested, 3,000 RSUs were forfeited and 69,000 RSUs outstanding remain subject to vesting as of September 30, 2020.

On June 27, 2018, in connection with the IPO, the Company issued 5,344,000 stock options to holders of the Units, at a weighted average exercise price of $22.00 and a weighted average grant date fair value of $7.38, 1,567,000 of which vested and became exercisable upon issuance and 608,000 of which vested and became exercisable subsequent to the IPO through September 30, 2018. During the fiscal year ended September 30, 2019, 404,000 options vested, 394,000 options were forfeited and the remaining 2,370,000 unvested options as of September 30, 2019 vest and become exercisable under the same vesting and exercise conditions as the holders’ original Units. During the fiscal year ended September 30, 2020, 62,000 options vested, 505,000 options were forfeited and the remaining 1,803,000 unvested options as of September 30, 2020 vest and become exercisable under the same vesting and exercise conditions as the holders’ original Units.

On July 2, 2018, in connection with the IPO, the Company granted 403,000 stock options at a weighted average exercise price of $22.00 and a weighted average grant date fair value of $7.59, all of which vest and become exercisable ratably over a four-year period commencing on the first anniversary of the grant date. As of September 30, 2019, 101,000 options were vested, and 302,000 options were unvested. During the fiscal year ended September 30, 2020, 92,000 options vested, 17,000 options were forfeited and the remaining 193,000 were unvested as of September 30, 2020.

On November 28, 2018, the Company issued 1,123,000 stock options at a weighted average exercise price of $13.49 and a weighted average grant date fair value of $5.85, the majority of which vest and become exercisable ratably over a four-year period commencing on the first anniversary of the grant date. Non-cash equity-based compensation expense associated with the grant will be approximately $6.1 over the requisite service period. During the fiscal year ended September 30, 2019, 62,000 options were forfeited and the remaining 1,061,000 were unvested as of September 30, 2019. During the fiscal year ended September 30, 2020, 6,000 options were exercised, 190,000 options vested, 96,000 options were forfeited and the remaining 769,000 were unvested as of September 30, 2020.

On June 3, 2019, the Company issued 138,000 stock options at a weighted average exercise price of $16.86 and a weighted average grant date fair value of $6.84, all of which vest and become exercisable ratably over a four-year period commencing on the first anniversary of the grant date. Non-cash equity-based compensation expense associated with the grant will be approximately $0.9 over the requisite service period. During the fiscal year ended September 30, 2019, 8,000 options were forfeited and the remaining 130,000 were unvested as of September 30, 2019. During the fiscal year ended September 30, 2020, 12,000 options vested, 60,000 options were forfeited and the remaining 58,000 were unvested as of September 30, 2020.

On November 22, 2019, the Company issued 953,000 stock options at a weighted average exercise price of $16.89 and a weighted average grant date fair value of $8.06, the majority of which vest and become exercisable ratably over a four-year period commencing on the first anniversary of the grant date. Non-cash equity-based compensation expense associated with the grant will be approximately $6.6 over the requisite service period. During the fiscal year ended September 30, 2020, 109,000 options were forfeited and the remaining 844,000 were unvested as of September 30, 2020.

A summary of the Company’s stock option activity for the year ended September 30, 2020 is presented in the following table:

Stock Options	Shares		Weighted Average Exercise Price
Outstanding at October 1, 2019		6,574,000	$	20.48
Grants		960,000		16.87
Less: Exercised		14,000		13.58
Less: Forfeited and expired options		809,000		19.69
Outstanding at September 30, 2020		6,711,000		20.08
Vested and exercisable at September 30, 2020		3,037,000		21.40
Expected to vest after September 30, 2020		3,674,000	$	18.95

The Company expenses equity-based compensation using the estimated fair value as of the grant date over the requisite service or performance period applicable to the grant. Estimates of future forfeitures are made at the date of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

The Company recognized $23.6, $15.7 and $28.8 in equity-based compensation expense for the years ended September 30, 2020, September 30, 2019 and September 30, 2018, respectively, included in Selling, general and administrative expense in the accompanying Consolidated Statements of Operations. The resulting charge increased Additional paid in capital by the same amount. Total unrecognized compensation cost was $36.2, $40.2 and $48.6 as of the years ended September 30, 2020, September 30, 2019 and September 30, 2018, respectively, which is expected to be recognized over a weighted average period of 2.4 years.

The fair value of each restricted stock award or RSU granted under the Plan and the 2018 Omnibus Incentive Plan was estimated on the date of grant in accordance with the fair value provisions in ASC 718. The fair value of the Unit awards and stock option awards granted were estimated on the date of grant using the Black-Scholes-Merton option-pricing model. The Company chose the Black-Scholes-Merton model based on its experience with the model and the determination that the model could be used to provide a reasonable estimate of the fair value of awards with terms such as those discussed above. The fair value of the Unit awards and stock option awards are calculated based on a combination of the income and market multiple approaches. Under the income approach, specifically the discounted cash flow method, forecast cash flows are discounted to the present value at a risk-adjusted discount rate. The valuation analyses determine discrete free cash flows over several years based on the forecast financial information provided by management and a terminal value for the residual period beyond the discrete forecast, which are discounted at the appropriate rate to estimate the Company’s enterprise value.

The weighted-average assumptions used in the valuation of Unit awards, restricted stock into which such Unit awards were converted and stock option awards granted or modified for the years ended September 30, 2020, September 30, 2019 and September 30, 2018 are presented in the table below:

	Fiscal Year Ended
	September 30, 2020			September 30, 2019			September 30, 2018
Assumptions:
Risk-free interest rate		1.56	%		2.85	%		2.77	%
Dividend yield		—			—			—
Volatility factor		43.51	%		38.85	%		26.93	%
Expected term (in years)		6.3			6.3			6.0

The Company’s Stockholders have approved the Company’s 2018 Employee Stock Purchase Plan, (the “ESPP”). A total of 1,100,000 shares of the Company’s common stock were made available for sale on October 22, 2018 and 172,000 were issued on November 14, 2019, and an additional portion thereof will be issued on November 14, 2020.