STOCK COMPENSATION PLAN

3 Months Ended

Mar. 31, 2021

Share-based Payment Arrangement [Abstract]

Revlon's amended Stock Plan provides for awards of stock options, stock appreciation rights, restricted or unrestricted stock and restricted stock units ("RSUs") to eligible employees and directors of Revlon and its affiliates, including Products Corporation. An aggregate of 6,565,000 shares were reserved for issuance as Awards under the Stock Plan, of which there remained approximately 0.6 million shares available for grant as of March 31, 2021.

2019 Transaction Incentive Program

As of March 31, 2021, a total of 58,278 time-based RSUs under Tier 1 of the 2019 TIP had been granted and are outstanding.

The 2019 TIP also provided for the following cash-based awards payable to certain employees, subject to continued employment through the respective vesting dates: (i) Tier 1 - $6.8 million payable in two equal installments as of December 31, 2020 and December 31, 2021; and (ii) Tier 2 - $2.5 million payable in one installment as of December 31, 2020. Such cash-based awards follow the Special Vesting Rules following a termination without cause or due to death or disability. Since inception and through March 31, 2021, the Company granted $3.6 million cash-based awards, net of forfeitures, under Tier 1, which are being amortized over the period from the grant dates to December 31, 2021. The total amount amortized for this Tier 1 cash-based awards since the program's inception and through March 31, 2021 is approximately $3.7 million, of which

$0.6 million were recorded during the three months ended March 31, 2021. The amortization of such awards is recorded within "Acquisition, integration and divestiture costs" in the Company's Consolidated Statements of Operations and Comprehensive Loss.

Long-Term Incentive Program.

During the first quarter of 2021, the Company granted approximately 1.5 million time-based RSU awards under the Stock Plan (the "2021 LTIP RSUs") to certain employees. The 2021 LTIP RSUs are 100% time-based and vests as follows: 50% in March 2022; 25% in March 2023; 25% in March 2024.

During the first quarter of 2020, the Company granted approximately 1.3 million time-based and performance-based RSU awards under the Stock Plan (the "2020 LTIP RSUs") to certain employees.

See the roll-forward table in the following sections of this Note 11 for activity related to the three months ended March 31, 2021.

Time-Based LTIP and TIP RSUs

The Company recognized $2.3 million of net compensation expense related to the time-based LTIP and TIP RSUs for the three months ended March 31, 2021. As of March 31, 2021, the Company had $21.2 million of total deferred compensation expense related to non-vested, time-based LTIP and TIP RSUs. The cost is recognized over the vesting period of the awards, as described above.

Performance-based LTIP RSUs

The Company recognized $0.4 million of net compensation expense related to the performance-based LTIP RSUs for the three months ended March 31, 2021. As of March 31, 2021, the Company had $13.4 million of total deferred compensation expense related to non-vested, performance-based LTIP RSUs. The cost is recognized over the service period of the awards, as described above.

Acceleration of Vesting

Under the aforementioned provisions for acceleration of vesting, as of March 31, 2021 and since the time these provisions became effective in September 2019, 50,593 LTIP RSUs and 41,913 2019 TIP Tier 1 RSUs were vested on an accelerated basis due to involuntary terminations, resulting in accelerated amortization of approximately $1.8 million. In addition as of March 31, 2021 and since the time this provision became effective in September 2019, the Company also recorded approximately $1.6 million of accelerated amortization in connection with the cash portion of the 2019 TIP Tier 1 that were vested on an accelerated basis due to involuntary terminations. See the roll-forward table in the following sections of this Note 11 for activity related to the three months ended March 31, 2021.

During the three months ended March 31, 2021, the activity related to time-based and performance-based RSUs previously granted to eligible employees and the grant date fair value per share related to these RSUs were as follows under the LTIP and 2019 TIP programs, respectively:


	Time-Based LTIP	Performance-Based LTIP
	RSUs (000's)	Weighted-Average Grant Date Fair Value per RSU		RSUs (000's)	Weighted-Average Grant Date Fair Value per RSU
Outstanding as of December 31, 2020
2019 TIP RSUs (b)	58.8	$	15.95	n/a	$	—
LTIP RSUs:
2020	496.5	14.96		462.9	14.96
2019	169.3	22.55		255.3	22.55
2018	66.4	19.40		215.9	19.42
Total LTIP RSUs	732.2			934.1
Total LTIP and TIP RSUs Outstanding as of December 31, 2020	791.0			934.1
Granted
2019 TIP RSUs Granted	2.2	11.40		n/a	—
LTIP RSUs:
2021	1,487.2	10.59		—	—
2020	—	—		—	—
2019	—	—		—	—
2018	—	—		—	—
Total LTIP RSUs Granted	1,487.2			—
Vested
2020 TIP RSUs Vested (c)	(1.0)	16.44		—	—
LTIP RSUs:
2020 (c)	(181.4)	14.96		—	—
2019 (c)	(84.2)	22.55		—	—
2018)(c)	(65.9)	19.42		(38.5)	19.44
Total LTIP RSUs Vested	(331.5)			(38.5)
Forfeited/Canceled
2020 TIP RSUs Forfeited/Canceled (b)	(1.7)	16.44		n/a	—
LTIP RSUs:
2021	—	—		—	—
2020	(11.4)	14.96		(13.4)	14.96
2019	(3.1)	22.55		(7.8)	22.55
2018	(0.5)	16.80		(177.4)	19.42
Total LTIP RSUs Forfeited/Canceled	(15.0)			(198.6)
Outstanding as of March 31, 2021
2020 TIP RSUs	58.3	15.54		n/a	—
LTIP RSUs:
2021	1,487.2	10.59		—	—
2020	303.7	14.96		449.5	14.96
2019	82.0	22.55		247.5	22.55
2018	—	—		—	—
Total LTIP RSUs	1,872.9			697.0
Total LTIP and TIP RSUs Outstanding as of March 31, 2021	1,931.2			697.0

((a) The 2019 TIP provides for RSU awards that are only time-based.

(b) Includes acceleration of vesting upon involuntary terminations for the three months ended March 31, 2021 of 951 RSUs under the 2019 and 2018 LTIPs and of 710 RSUs under the 2019 TIP Tier I awards.