

Equity-based compensation expense	Three Months Ended March 31,
	2020		2019
Equity-based compensation - Plan	$	19,290	$	18,881
Equity-based compensation - other	15,447		96
Total equity-based compensation expense	$	34,737	$	18,977

In connection with the RTO transaction, the Company’s Board of Directors adopted an Omnibus Incentive Plan, as amended May 7, 2019 and June 19, 2019 (the “Plan”), which permits the issuance of stock options, stock appreciation rights, stock awards, share units, performance shares, performance units and other stock-based awards up to an amount equal to 15% of the issued and outstanding Subordinate Voting Shares of the Company.



	Three Months Ended March 31, 2020
Restricted Share Units (Fair value information expressed in whole dollars)	RSUs		Weighted Average Grant Date Fair Value
Unvested, beginning of period	7,843		$	15.10
Granted ⁽¹⁾	4,155		3.68
Forfeited	(1,593	)	14.48
Vested	(1,247	)	8.00
Unvested, end of period	9,158		$	10.99

RSUs of the Company generally vest over a period of two years. The fair value for RSUs is based on the Company’s share price on the date of the grant. The Company recorded $13,414 as compensation expense during the three months ended March 31, 2020. The fair value of RSUs vested during the three months ended March 31, 2020 was $3,503.

The total weighted average remaining contractual life and aggregate intrinsic value of unvested RSUs at March 31, 2020 was approximately 2 years and $21,247, respectively. Unrecognized compensation expense related to these awards at March 31, 2020 was $77,083 and is expected to be recognized over a weighted average period of approximately 2 years.

There were 744 and 4 vested RSUs that are pending delivery or deferred as of March 31, 2020 and 2019, respectively. On February 20, 2020, the Company issued 1,505 RSUs to certain executives with a weighted-average grant fair value of $5.11 per share. 148 of the 1,505 RSUs vested immediately. Certain shares are subject to restriction thus a discount for lack of marketability was applied that correlates to the period of time. On March 13, 2020, the Company issued 630 RSUs to employees of the Company. All of these units vested immediately, with a fair market value of $2.15, which was the closing price of the Company’s subordinate voting shares on March 13, 2020. The entire amount is pending delivery as of March 31, 2020.

Included in the RSUs granted during the three months ended March 31, 2020 are “CGC Awards” issued in connection with the RSUs which were granted in July 2019:

On June 27, 2019, pursuant to the Arrangement Agreement (as defined in Note 13), 4,909 RSUs were awarded in total to five executive employees under the Plan. These awards vest as follows: 25% in June 2020, 25% in June 2021 and 50% three months following the Acquisition (as defined in Note 13). The Company recorded $2,762 as compensation expense during the three March 31, 2020 in connection with these awards. A discount for lack of marketability was applied that correlates to the period of time certain of these shares are subject to restriction.

On July 31, 2019, the Company issued 1,778 RSUs to employees with unvested RSUs and stock options ("make-whole awards") as at the date of the Option Premium payment (as defined in Note 13). The RSUs were issued to provide additional incentive for employees that were not eligible to receive the full Option Premium and were subject to the same vesting terms as the unvested

options and RSUs held as of the grant date. The Company recorded $2,049 as compensation expense during the three months ended March 31, 2020 in connection with these awards.



	Three Months Ended March 31, 2020
Stock Options (Exercise price expressed in whole dollars)	Options		Weighted Average Exercise Price
Options outstanding, beginning of period	5,607		$	21.56
Granted	191		5.75
Forfeited	(731	)	16.39
Exercised	—		—
Options outstanding, end of period	5,067		$	21.71

Options exercisable, end of period	1,718		$	24.80

Stock options of the Company generally vest over a period of three years and have an expiration period of 10 years. The weighted average contractual life remaining for options outstanding and exercisable as of March 31, 2020 was approximately 9 years. The Company recorded $5,876 as compensation expense during the three months ended March 31, 2020, in connection with these awards. As of March 31, 2020, unamortized expense related to stock options totaled $41,088 and is expected to be recognized over a weighted-average period of approximately 2 years. There was no aggregate intrinsic value for options outstanding or exercisable as of March 31, 2020.

These membership units qualify as profits interests for U.S. federal income tax purposes and were accounted for in accordance with ASC 718, Compensation - Stock Compensation. HSCP amortizes awards over service period and until awards are fully vested.



	Three Months Ended March 31, 2020
Profits Interests (Fair value information expressed in whole dollars)	Number of Units		Weighted Average Grant Date Fair Value
Unvested, beginning of period	1,000		$	0.43
Class C-1 units granted	—		—
Class C-1 units canceled	—		—
Class C-1 vested	(1,000	)	0.43
Unvested, end of period	—		$	—

The Company recorded $70 as compensation expense in connection with these awards during the three months ended March 31, 2020. The fair value of Profits Interests vested during the three months ended March 31, 2020 was $1,239.

In connection with the Company’s acquisition of Form Factory during 2019, 1,369 restricted shares with a grant date fair value of $20.45 were issued to former employees of Form Factory subject to future service conditions, which fully vest 24 months from the acquisition date. The fair value for RSs is based on the Company’s share price on the date of the grant. The Company recorded compensation expense of $15,377 during the three months ended March 31, 2020 in connection with these awards. During the