Effective January 28, 2022, the Company increased the aggregate number of shares reserved for issuance under the 2013 Incentive Stock Plan by 1,500,000 shares.

In June 2021, the Board of Directors adopted the Quanergy Systems, Inc. 2022 Plan (“the 2022 Plan”), which was subsequently approved by the Company’s stockholders. The 2022 Plan became effective on February 8, 2022 and 13,590,156 shares of common stock were reserved for issuance under the 2022 Plan. The 2022 Plan permits the granting of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, and other equity-based awards to employees, directors and consultants.

The Board of Directors and stockholders approved the Quanergy Systems, Inc. 2022 Employee Stock Purchase Plan, or the ESPP, in June 2021 and January 2022, respectively. The initial number of shares of common stock authorized for sale under the ESPP was 834,123. Unless the Board of Directors provides otherwise, beginning on January 1, 2023, and continuing through and including January 1, 2032, the maximum number of shares which shall be made available for sale under the ESPP will automatically increase on the first day in January of each calendar year by the lesser of:

As of June 30, 2022, the Employee Stock Purchase Plan has not yet been activated. The Company is currently evaluating the timing of activation.

The stock option activity for the six months ended June 30, 2022 has been retrospectively adjusted to reflect the Exchange Ratio on the Legacy Quanergy stock options.

The following table summarizes the stock option activity for the six months ended June 30, 2022:


	Options outstanding
	Number of shares			Weighted average exercise price per share		Weighted average contractual term (in years)		Aggregate intrinsic value (in thousands)
Outstanding - December 31, 2021		3,954,639		$	6.92			$	15,398
Options granted		—			—
Options exercised		(197,875	)		0.30
Options cancelled		(62,402	)		9.59
Options expired		—			—
Outstanding at June 30, 2022		3,694,362		$	7.23		4.76	$	73
Vested and exercisable - June 30, 2022		3,383,237		$	6.72		4.53	$	73
Vested and expected to vest - June 30, 2022		3,694,362		$	7.23		4.76	$	73

As of June 30, 2022, there was $2.5 million of unrecognized compensation costs related to non-vested stock option awards, which is expected to be recognized over a weighted-average period of approximately 0.95 years.

The restricted stock unit activity for the six months ended June 30, 2022 has been retrospectively adjusted to reflect the Exchange Ratio on the Legacy Quanergy restricted stock units.

The following table summarizes the restricted stock unit activity for the six months ended June 30, 2022:


	Restricted Stock Units (“RSUs”)
	Number of shares			Weighted average grant date fair value
Outstanding as of December 31, 2021		11,302,697		$	6.88
Granted		5,577,949			1.50
Vested		(7,876,591	)		6.47
Forfeited or cancelled		(270,654	)		6.81
Outstanding as of June 30, 2022		8,733,401		$	3.81

Vesting of RSUs are subject to service and performance conditions. The Business Combination was a qualifying event that satisfied the performance condition. For the three and six months ended June 30, 2022, $4.2 million and $54.9 million, respectively, of stock-based compensation expense has been recognized on these RSUs. As of June 30, 2022, there was $29.4 million unrecognized stock-based compensation expense related to outstanding unvested RSUs, which is expected to be recognized over a weighted-average period of approximately 2.5 years.

The following table summarizes stock-based compensation expense and its allocation within the accompanying condensed consolidated statements of operations for the three and six months ended June 2022 and 2021, respectively (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Cost of goods sold	$	154	$	21	$	837	$	41
Research and development		1,464		455		9,141		896
Sales and marketing		1,244		230		5,842		442
General and administrative		2,389		5,019		40,992		5,927
Total stock-based compensation expense	$	5,251	$	5,725	$	56,812	$	7,306