Stock-Based Compensation Plans

9 Months Ended

Sep. 30, 2022

Share-based Payment Arrangement [Abstract]

We maintain the Flowserve Corporation 2020 Long-Term Incentive Plan (“2020 Plan”), which is a shareholder approved plan authorizing the issuance of 12,500,000 shares of our common stock in the form of restricted shares, restricted share units and performance-based units (collectively referred to as "Restricted Shares"), incentive stock options, non-statutory stock options, stock appreciation rights and bonus stock. Of the shares of common stock authorized under the 2020 Plan, 9,733,171 were available for issuance as of September 30, 2022. Restricted Shares primarily vest over a three year period. Restricted Shares granted to employees who retire and have achieved at least 55 years of age and 10 years of service continue to vest over the original vesting period ("55/10 Provision"). As of September 30, 2022, 114,943 stock options were outstanding. No stock options were granted or vested during the nine months ended September 30, 2022 and 2021.

Restricted Shares – Awards of Restricted Shares are valued at the closing market price of our common stock on the date of grant. The unearned compensation is amortized to compensation expense over the vesting period of the restricted shares, except for awards related to the 55/10 Provision which are expensed in the period granted. We had unearned compensation of $26.5 million and $24.2 million at September 30, 2022 and December 31, 2021, respectively, which is expected to be recognized over a remaining weighted-average period of approximately one year. These amounts will be recognized into net earnings in prospective periods as the awards vest. The total fair value of Restricted Shares vested during the three months ended September 30, 2022 and 2021 was $0.1 million and $0.2 million, respectively. The total fair value of Restricted Shares vested during the nine months ended September 30, 2022 and 2021 was $22.6 million and $24.6 million, respectively.

We recorded stock-based compensation expense of $5.3 million ($6.9 million pre-tax) and $5.5 million ($7.1 million pre-tax) for the three months ended September 30, 2022 and 2021, respectively. We recorded stock-based compensation expense of

$18.4 million ($23.8 million pre-tax) and $18.2 million ($23.6 million pre-tax) for the nine months ended September 30, 2022 and 2021, respectively.

The following table summarizes information regarding Restricted Shares:


	Nine Months Ended September 30, 2022
	Shares	Weighted Average Grant-Date Fair Value
Number of unvested shares:
Outstanding as of January 1, 2022	1,671,011	$	43.06
Granted	974,258	32.90
Vested	(525,948)	43.01
Forfeited	(237,876)	44.75
Outstanding as of September 30, 2022	1,881,445	$	37.60

Unvested Restricted Shares outstanding as of September 30, 2022 included approximately 481,000 units with performance-based vesting provisions issuable in common stock and vest upon the achievement of pre-defined performance metrics. Targets for outstanding performance awards are based on our average return on invested capital, total shareholder return ("TSR") or free cash flow as a percent of net income over a three-year period. Performance units issued in 2022 and 2021 include a secondary measure, relative TSR, which can increase or decrease the number of vesting units by 15% depending on the Company's performance versus peers. Performance units issued in 2020 have a vesting percentage between 0% and 200%, while the performance units issued in 2022 and 2021 have a vesting percentage up to 230%. Compensation expense is recognized ratably over a cliff-vesting period of 36 months, based on the fair value of our common stock on the date of grant, adjusted for actual forfeitures. During the performance period, earned and unearned compensation expense is adjusted based on changes in the expected achievement of the performance targets for all performance-based units granted except for the TSR-based units. Vesting provisions range from 0 to approximately 1,059,000 shares based on performance targets. As of September 30, 2022, we estimate vesting of approximately 410,000 shares based on expected achievement of performance targets.