XML 47 R19.htm IDEA: XBRL DOCUMENT v3.24.1.1.u2
Stock-Based Compensation
12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-based Compensation
2021 SI Plan
In July 2021, the Company adopted the 2021 Stock Incentive Plan (“2021 SI Plan”). The 2021 SI Plan allows the Board of Directors to grant up to 206,557 incentive and nonqualified stock options, restricted shares, unrestricted shares, restricted share units, and other stock-based awards for the Class A Common Stock to employees, directors, and non-employees. The number of shares of Class A Common Stock available under the 2021 SI Plan will increase annually on the first day of each calendar year, beginning with the calendar year ending December 31, 2022, and continuing until (and including) the calendar year ending December 31, 2031. Annual increases are equal to the lesser of (i) 5 percent of the number of shares of Class A Common Stock issued and outstanding on December 31 of the immediately preceding fiscal year and (ii) an amount determined by the Board. As of the date of issuance of the Consolidated Financial Statement, the Board is evaluating the timing and extent of such increases.
As of the effective date of the 2021 SI Plan, no further stock awards have been or will be granted under the EI Plan or STI Plan (defined below).
As of December 31, 2023 and 2022 the Company had 1,067,189 and 101,053 shares of Class A Common Stock available for future issuance under the 2021 SI Plan.
Option Awards
A summary of the Company’s stock option activity under the SI Plan is as follows (dollars in thousands except weighted average exercise price):
Number of
Options
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual Life (Years)
Aggregate
Intrinsic
Value
Outstanding as of December 31, 2022
27,694 $662.40 8.97$— 
Granted12,500 259.20 
Exercised(207)213.60 
Expired/forfeited
(8,090)700.50 
Outstanding as of December 31, 2023
31,897 $497.13 8.74$5,351 
Exercisable as of December 31, 2023
10,119 535.83 8.63$2,352 
As of December 31, 2023, the total unrecognized stock-based compensation expense for stock options granted under the SI Plan was $0.4 million, which is expected to be recognized over a weighted average period of 3.9 years.
The weighted-average assumptions used in the Black-Scholes option pricing model for awards granted during the year ended December 31, 2023 are as follows:
2023
Risk-free interest rate:3.53 %
Expected term (in years):8.71
Expected volatility:89.62 %
Dividend yield:%
Grant date fair value per share$259.20 
The total grant date fair value of options vested during the years ended December 31, 2023 and 2022 was $2.5 million and $2.7 million, respectively.

Restricted Stock Units

A summary of the Company’s RSU activity under the SI Plan is as follows:
Shares
Weighted Average Fair Value
Outstanding as of December 31, 2022 (1)
74,457$261.60 
Granted
102,012 67.56 
Released(25,970)258.24 
Forfeited
(35,138)245.43 
Outstanding as of December 31, 2023
115,361 $94.62 

(1)     The Company’s subsidiaries in China have employees who are citizens of the PRC. Pursuant to the regulation Circular 78 and Circular 7 issued by the Central State Administration of Foreign Exchange of PRC (“SAFE”), we cannot release vested RSUs to it’s PRC citizen employees before they have completed the required SAFE registration with a dedicated account set up for each of them to repatriate proceeds back to China under the SAFE. As a result, 6,037 RSUs of the Company’s PRC citizens employees vested in 2022 were included in the outstanding RSUs at December 31, 2022 as unreleased RSUs because those employees did not complete the SAFE registration process.
As of December 31, 2023, the total unrecognized stock-based compensation expense for RSUs granted under the SI Plan was $1.4 million which is expected to be recognized over a weighted average period of 3.76 years.
The total fair value of RSUs vested during the years ended December 31, 2023 and 2022 was $4.4 million and $6.0 million, respectively.

As further described in Note 2, Liquidity and Capital Resources and Going Concern, during 2022 management had been undertaking certain cash conservation measures directed toward achieving start of production of the FF 91 with available and secured funds. As part of these measures, in October 2022, management implemented the Crowd Entrepreneurship – 2022 RSU Project (“CEP”), according to which employees were granted 37,894 RSUs, fully vested on December 31, 2022 subject to continued employment with the Company. The RSUs were granted in lieu of at least a 25% reduction in salary from November 1, 2022 to December 31, 2022, subject to certain laws and regulations.

EI Plan
On February 1, 2018, the Board adopted the Equity Incentive Plan (“EI Plan”), under which the Board authorized the grant of up to 176,625 incentive and nonqualified stock options, restricted stock, unrestricted stock, restricted stock units, and other stock-based awards for Legacy FF’s Class A Ordinary Stock to employees, directors and non-employees.
On the closing date and in connection with the Business Combination, each of the Legacy FF’s outstanding options
under the EI Plan immediately prior to the closing of the Business Combination remained outstanding and converted into the right to purchase the Company’s Class A Common Stock based on the Exchange Ratio.
A summary of the Company’s stock option activity under the EI Plan is as follows (dollars in thousands except weighted average exercise price):
Number of
Options
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Life (Years)
Aggregate
Intrinsic
Value
Outstanding as of December 31, 2022
97,592 $679.20 6.92$22 
Granted— — 
Exercised— — — 
Expired/forfeited(16,389)772.77 
Outstanding as of December 31, 2023
81,203 $660.21 5.92$31,743 
Exercisable as of December 31, 2023
67,592 $632.67 5.75$26,679 
The weighted-average assumptions used in the Black-Scholes option pricing model for awards granted during the year ended December 31, 2021 are as follows:
2021
Risk-free interest rate:0.79 %
Expected term (in years):6.05
Expected volatility:42.10 %
Dividend yield:0.00 %
The total grant date fair value of options vested during the years ended December 31, 2023 and 2022 was $9.3 million and $6.5 million, respectively.
As of December 31, 2023, the total unrecognized stock-based compensation expense for stock options granted under the EI Plan was $0.2 million which is expected to be recognized over a weighted average period of 2.39 years.
STI Plan
On May 2, 2019, the Company adopted its Special Talent Incentive Plan (“STI Plan”) under which the Board may grant up to 58,875 incentive and nonqualified stock options, restricted shares, unrestricted shares, restricted share units, and other stock-based awards for Legacy FF’s Class A Ordinary Stock to employees, directors, and non-employees.
The STI Plan does not specify a limit on the number of stock options that can be issued under the plan. Per the terms of the STI Plan the Company must reserve and keep available a sufficient number of shares to satisfy the requirements of the STI Plan.
A summary of the Company’s stock option activity under the STI Plan is as follows (dollars in thousands except weighted average exercise price):
Number of
Options
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Life (Years)
Aggregate
Intrinsic
Value
Outstanding as of December 31, 2022
23,410 $1,521.60 6.94$— 
Granted— — 
Exercised— — — 
Expired/forfeited(859)1,968.06 
Outstanding as of December 31, 2023
22,551 $1,504.23 6.64$16,318 
Exercisable as of December 31, 2023
12,106 $901.53 5.99$4,613 
The Company elected to use the contractual term of non-employee options awarded under the STI Plan as the expected term. The weighted-average assumptions used in the Black-Scholes option pricing model for awards granted during the year ended December 31, 2021 are as follows:
2021
Risk-free interest rate:1.39 %
Expected term (in years):9.06
Expected volatility:35.86 %
Dividend yield:0.00 %
The total grant date fair value of options vested during the years ended December 31, 2023 and 2022 was $1.7 million and $0.1 million, respectively.
As of December 31, 2023, the total unrecognized stock-based compensation expense for stock options granted under the STI Plan was $0.1 million, which is expected to be recognized over a weighted average period of approximately 2.6 years.

Stock-based compensation expense
The following table presents stock-based compensation expense for all of the Company’s SI Plan, EI Plan, STI Plan and Common Units of FF Global included in each respective expense category in the Consolidated Statements of Operations and Other Comprehensive Loss for the years ended December 31 (dollars in thousands):
20232022
Research and development$6,812 $13,118 
Sales and marketing807 1,744 
General and administrative1,548 2,802 
$9,167 $17,664 
Included in stock-based compensation expense for the year ended December 31, 2023 is $4.1 million related to when the Company’s share-based payment awards were classified as liabilities from time to time during the year ended December 31, 2023.