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Stockholders' Equity
6 Months Ended
Jun. 30, 2022
Equity [Abstract]  
Stockholders' Equity

Note 16. Stockholders' Equity

Equity-Based Compensation

On July 20, 2021, the Board of Directors approved the P10 Holdings, Inc. 2021 Stock Incentive Plan (the "Plan"), which replaced the 2018 Incentive Plan ("2018 Plan"), our previously existing equity compensation plan. The Compensation Committee of the Board of Directors may issue equity-based awards including stock options, stock appreciation rights, restricted stock units and restricted stock awards. Options previously granted under the 2018 Plan cliff vest over a period of four or five years. The term of each option is no more than ten years from the date of grant. When the options are exercised, the Board of Directors has the option of issuing shares of common stock or paying a lump sum cash payment on the exercise

date equal to the difference between the common stock’s fair market value on the exercise date and the option price. Terms of all future awards will be granted under the Plan, and no additional awards will be granted under the 2018 Plan. Awards granted under the 2018 Plan continue to follow the 2018 Plan.

The 2018 Plan provided for an initial 6,300,000 shares (adjusted for the reverse stock split). The Plan provided for the issuance of 3,000,000 shares available for grant, in addition to those approved in the 2018 Incentive Plan for a total of 9,300,000 shares. On June 17, 2022 at the Annual Meeting of Stockholders, the shareholders authorized an additional 5,000,000 of shares from the Plan creating a total of 14,300,000 shares.

On March 15, 2022, the Board of Directors approved the settlement of 1.1 million options from a grantee with a fair market value option price of $11.83, less a negotiated discount of 2.5%, totaling $12.5 million. This was paid on June 15, 2022.

A summary of stock option activity for the six months ended June 30, 2022 is as follows:

 

 

 

 

 

 

 

 

 

Weighted Average

 

 

 

 

 

 

 

 

 

 

 

 

Contractual Life

 

 

Aggregate

 

 

 

Number of

 

 

Weighted Average

 

 

Remaining

 

 

Intrinsic Value

 

 

 

Shares

 

 

Exercise Price

 

 

(in years)

 

 

(whole dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding as of December 31, 2021

 

 

7,095,936

 

 

$

3.71

 

 

 

7.45

 

 

$

73,156,722

 

Granted

 

 

1,323,733

 

 

 

12.28

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

Settled

 

 

(1,120,000

)

 

 

0.41

 

 

 

 

 

 

 

Expired/Forfeited

 

 

(20,650

)

 

 

10.31

 

 

 

 

 

 

 

Outstanding as of June 30, 2022

 

 

7,279,019

 

 

$

5.76

 

 

 

7.77

 

 

$

41,195,852

 

Exercisable as of June 30, 2022

 

 

363,445

 

 

$

4.09

 

 

 

6.67

 

 

$

2,920,165

 

 

The weighted average assumptions used in calculating the fair value of stock options granted during the six months ended June 30, 2022 and June 30, 2021 were as follows:

 

 

 

For the Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

Expected life

 

7.5 (yrs)

 

 

7.5 (yrs)

 

Expected volatility

 

 

35.40

%

 

 

41.70

%

Risk-free interest rate

 

 

1.98

%

 

 

0.79

%

Expected dividend yield

 

 

0.00

%

 

 

0.00

%

 

The Company has granted restricted stock awards ("RSAs") to certain employees. Holders of RSAs have no voting rights and accrue dividends until vesting with payment being made once they vest. All of the shares currently vest one year from the grant date.

 

 

 

Number of

 

 

Weighted-Average Grant

 

 

 

RSAs

 

 

Date Fair Value Per RSA

 

Outstanding as of December 31, 2021

 

 

36,033

 

 

$

11.24

 

Granted

 

 

 

 

 

 

Vested

 

 

 

 

 

 

Forfeited

 

 

 

 

 

 

Outstanding as of June 30, 2022

 

 

36,033

 

 

$

11.24

 

 

The Company has granted restricted stock units ("RSUs") to certain employees. Holders of RSUs have no voting rights and are not eligible to receive dividends or other distributions paid with respect to any RSUs that have not vested. All of the shares currently vest one year from the grant date.

 

 

 

Number of

 

 

Weighted-Average Grant

 

 

 

RSUs

 

 

Date Fair Value Per RSU

 

Outstanding as of December 31, 2021

 

 

59,654

 

 

$

12.74

 

Granted

 

 

508,135

 

 

 

12.30

 

Vested

 

 

 

 

 

 

Forfeited

 

 

 

 

 

 

Outstanding as of June 30, 2022

 

 

567,789

 

 

$

12.35

 

Compensation expense equal to the grant date fair value is recognized for these awards over the vesting period and is included in compensation and benefits on our Consolidated Statements of Operations. The stock-based compensation expense for the three and six months ended June 30, 2022 was $2.7 million and $4.2 million and for the three and six months ended June 30, 2021 was $0.6 million and $1.0 million, respectively. Unrecognized stock-based compensation expense related to outstanding unvested stock options as of June 30, 2022 was $11.5 million and is expected to be recognized over a weighted average period of 2.8 years. Any future forfeitures will impact this amount.