Stock-Based Compensation Plans

9 Months Ended

Sep. 30, 2020

Share-based Payment Arrangement [Abstract]

Under the Omnibus Equity Plan, the Company is authorized to issue up to 8,841,864 new shares of Class A common stock to employees, officers and non-employee directors. Under this plan, the Company may grant awards in respect of shares of Class A common stock, including performance-based restricted share units (“PRSUs”), stock options, restricted stock units (“RSUs”) and dividend equivalent rights. The awards may have performance-based and time-based vesting conditions. Stock options have a maximum contractual term of 10 years.

PRSUs (Equity-Settled)

Equity-settled PRSUs are promises to issue shares of Class A common stock at the end of a three-year cliff vesting period. The fair value of the equity-settled PRSUs is calculated on the grant date using the stock price of the Class A common stock. The number of shares a participant will receive upon vesting is determined in part based on a performance modifier, which is adjusted in accordance with the financial performance of the Company in the grant year. The performance modifier may vary between 0% (minimum) and 200% (maximum) of the target (100%) award amount.

The following table summarizes information for equity-settled PRSUs of the Company:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
PRSUs (Equity-Settled)	2020		2019		2020		2019
PRSUs (equity-settled) granted	—		—		360,609		776,603
Weighted-average grant-date fair value	$	—	$	—	$	38.87	$	21.65
PRSUs (equity-settled) compensation expense (in thousands)	$	6,778	$	7,136	$	19,577	$	18,807

The amount of unrecognized compensation expense for equity-settled PRSUs is $36.0 million, which is expected to be recognized over a weighted-average period of 1.74 years.

PRSUs (Cash-Settled)

The Company previously granted cash-settled PRSUs, some of which are still outstanding and are accounted for as liability awards. The Company measures the cost of employee services received in exchange for the award based on the fair value of the Company and the value of accumulated dividend rights associated with each award. The fair value of that award is remeasured subsequently at each reporting date through to settlement. Changes in the award's fair value during the requisite service period is recognized as compensation cost over that period.

The following table summarizes information for cash-settled PRSUs:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
PRSUs (Cash-Settled)	2020		2019		2020		2019
PRSUs (cash-settled) granted	—		—		—		—
Weighted-average grant-date fair value	$	—	$	—	$	—	$	—
PRSUs (cash-settled) compensation expense (in thousands)	$	(130)	$	219	$	476	$	738

The amount of unrecognized compensation expense is $0.1 million, which is expected to be recognized over a weighted-average period of 0.25 years.

Options

Prior to the IPO, the Company awarded options to management and other employees under the Option Plan. Each option award vests one half based solely on the passage of time and one half only if the Company achieves certain performance targets. The time vesting portion of the options has a four-year graded vesting schedule, with accelerated vesting for time-based options granted prior to the IPO with vesting dates of January 1, 2021 and 2022 upon the completion of the IPO. In the post-IPO period, the Company awarded options under the Option Plan with a four year-graded vesting schedule. One half of these awards vest solely based on the passage of time, without accelerated vesting, and one half vest only if the Company achieves certain performance targets. The Company may elect to net-settle exercised options by reducing the shares of Class A common stock to be issued upon such exercise by the number of shares of Class A common stock having a fair market value on the date of exercise equal to the aggregate option price. The Company can also elect, upon exercise, to reduce the shares to be issued by the number of shares having a fair market value on the date of exercise equal to employee payroll taxes. The Company may then pay these employee payroll taxes from the Company’s cash.

In accounting for the options issued under the Option Plan, the Company measures and recognizes compensation expense for all awards based on their estimated fair values measured as of the grant date. These options are exercisable only any time following the closing of an initial public offering or during a 15-day period following a change in control of the Company (and certain other sales of equity by the Company’s shareholders). As a result, expense recognition commenced upon the completion of the IPO in April 2019.

The following table summarizes information for options:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
Options	2020		2019		2020		2019
Options granted	—		205,000		—		386,115
Weighted-average grant-date fair value	$	—	$	11.45	$	—	$	7.48
Option compensation expense (in thousands)	$	1,295	$	1,995	$	4,823	$	22,398

The amount of unrecognized compensation expense for options is $4.4 million, which is expected to be recognized over a weighted-average period of 1.83 years.

RSUs

In 2020, the Company expanded its restricted stock unit (“RSU”) grants under the Omnibus Equity Plan to employees. Previously, RSU grants were limited to non-employee directors. RSUs are promises to issue shares of Class A common stock at the end of a vesting period. RSUs granted to employees vest one-third each year over a three-year period. RSUs granted to non-

employee directors vest after one year. The fair value of the RSUs is calculated on the grant date using the stock price of the Class A common stock.

The following table summarizes information for RSUs:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
RSUs	2020		2019		2020		2019
RSUs granted	—		—		493,878		—
Weighted-average grant-date fair value	$	—	$	—	$	38.91	$	—
RSUs compensation expense (in thousands)	$	1,684	$	—	$	3,674	$	—

The amount of unrecognized compensation expense is $15.6 million, which is expected to be recognized over a weighted-average period of 2.44 years.