Stock-Based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Shareholders' Equity and Share-based Payments

STOCKHOLDERS' EQUITY

Preferred Stock

We are authorized to issue up to 15,000,000 shares of preferred stock at $1.00 par value. At December 31, 2022, no shares of preferred stock have been issued.

Stock Award Plan

We have a stock-based compensation plan under which stock options, SSARs, restricted stock, restricted stock units, and performance stock units may be granted. At December 31, 2022, approximately four million shares were available under the current plan for these awards.

	Year ended December 31,
(Dollars in millions)	2022		2021		2020
Total stock-based compensation expense (costs of sales, selling, general and administrative, and other operating credits and charges, net)	$	19	$	16	$	11
Income tax benefit related to stock-based compensation	$	8	$	3	$	2
Impact on cash flow due to taxes paid related to net share settlement of equity awards	$	(16)	$	(7)	$	(5)

We recognize the compensation costs on a straight-line basis over the requisite service period of the award, which is generally the vesting term of three years.

SSARs

Prior to January 1, 2018, we granted SSARs to key employees. On exercise, we generally issue these shares from treasury. The SSARs are granted at market price at the date of grant. SSARs become exercisable over three years and expire ten years after the date of grant. All outstanding SSARs were vested as of December 31, 2022.

Restricted Stock Units and Performance Stock Units

We grant time-vested restricted stock units and performance stock units (PSUs) to certain key employees and time-vested restricted stock units to non-employee directors under our stock award plan. Generally, time-vested restricted stock units granted prior to January 1, 2020, are subject to cliff-vesting on the third anniversary of the date of grant for employees and on the first anniversary for non-employee directors. Those restricted stock units granted after January 1, 2020, vest ratably over a three-year vesting period for employees and vest in full on the first anniversary of the grant date for non-employee directors. Certain of these awards are eligible to receive dividend equivalent shares. The grant date fair value of these awards approximates market value of the shares. PSUs vest based upon the attainment of certain performance and market metrics over a three-year cumulative performance period. Awards based upon the achievement of the performance goals are earned ratably from 0% to 200%. If the performance goals are met at the end of the performance period, the award is adjusted to reflect LP's three-year total shareholder return (TSR) performance relative to a capital market peer group. This TSR modifier can increase or decrease the award by 20%, although the TSR modifier cannot cause the award to exceed the maximum of 200%.

Summary of Stock Awards Outstanding

The following table summarizes stock awards as of December 31, 2022, as well as activity during the last year.

	Stock Options / SSARS			Restricted Stock Units and Performance Stock Units
	Number of Awards	Weighted Average Exercise Price		Number of Awards	Weighted Average Grant Date Fair Value
Outstanding at December 31, 2021	239,329	$	16.93	1,087,994	$	36.39
Granted	—	—		258,124	66.59
Exercised	(56,340)	14.80		—	—
Vested	—	—		(558,913)	24.34
Forfeited/cancelled	—	—		(141,701)	34.37
Outstanding at December 31, 2022	182,989	$	17.59	645,504	$	48.49
Vested and expected to vest at December 31, 2022(1)	182,989	$	17.59	—	$	—
Exercisable at December 31, 2022	182,989	$	17.59	—	—
Unrecognized compensation costs (in millions)		$	—		$	15
To be recognized over weighted-average period of years		0			1

 ______________

(1)Expected to vest based upon historical forfeiture rate.

The aggregate intrinsic value of the stock options and SSARs is the total pre-tax intrinsic value (the difference between our closing stock price on the last trading day of a fiscal year and the exercise price, multiplied by the number of in-the-money options and SSARs) that would have been received by the holders had all holders exercised their awards on the last day of such fiscal year. This amount changes based on the market value of our stock, as reported by the New York Stock Exchange. The intrinsic value of SSARs and stock options exercised in the years ended December 31, 2022, 2021, and 2020 was $4 million, $8 million, and $8 million, respectively.

The total fair value of awards vested during the years ended December 31, 2022, 2021, and 2020, was $42 million, $20 million, and $13 million, respectively.

Share Repurchases

On February 6, 2020, we announced that our Board of Directors authorized a share repurchase program (2020 Share Repurchase Program) under which LP had the ability to repurchase up to $200 million of shares of its common stock, and on November 4, 2020, we announced that our Board of Directors expanded the 2020 Share Repurchase Program by authorizing repurchases of an additional $300 million of our common stock.

On May 4, 2021, our Board of Directors authorized an additional share repurchase program (First 2021 Share Repurchase Program) under which we had the ability to repurchase up to $1 billion of shares of our common stock. On November 2, 2021, our Board of Directors authorized an additional share repurchase plan under which we had the ability to repurchase up to $500 million shares of our common stock (Second 2021 Share Repurchase Program).

On May 3, 2022, we announced that our Board of Directors authorized a share repurchase program (2022 Share Repurchase Program) under which LP may repurchase up to $600 million of shares of its common stock.

We repurchased approximately 14 million shares of our common stock through market purchases during 2022 for a total of $900 million at an average price of $62.37 per share. During 2021, we repurchased approximately 21 million shares of our common stock at an average price of $61.52 per share through market purchases and during 2020, we repurchased approximately 6 million shares of our common stock at an average price of $32.69 per share through market purchases. We have remaining capacity of $200 million under the 2022 Share Repurchase Program as of December 31, 2022.

Employee Stock Purchase Plan

Our employee stock purchase plan (ESPP) provides our participating employees an opportunity to obtain shares of

our common stock at a discount (through payroll deductions over six-month periods). At December 31, 2022, two million shares of common stock were reserved for issuance under the ESPP.