Equity-based compensation (Tables)
|
3 Months Ended |
Mar. 31, 2022 |
|---|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Recognized and Unrecognized Equity Based Compensation Expenses |
As of March 31, 2022, the unrecognized equity-based compensation costs related to each equity-based compensation award described above and the related weighted-average remaining expense period is the following:
|
|
|
|
|
|
|
|
|
|
|
Amount |
|
|
Weighted Average Remaining Expense Period (years) |
|
Restricted Stock |
|
$ |
15,780 |
|
|
|
1.6 |
|
IPO RSUs |
|
|
74,398 |
|
|
|
5.0 |
|
Incentive RSUs |
|
|
27,182 |
|
|
|
3.1 |
|
Reload Options |
|
|
6,345 |
|
|
|
2.5 |
|
Staking Options |
|
|
463 |
|
|
|
6.6 |
|
Incentive Options |
|
|
2,026 |
|
|
|
4.0 |
|
Restricted Common Units |
|
|
14,433 |
|
|
|
1.1 |
|
IPO RLUs |
|
|
33,610 |
|
|
|
6.4 |
|
Incentive RLUs |
|
|
4,969 |
|
|
|
2.1 |
|
Reload Class C Incentive Units |
|
|
8,354 |
|
|
|
3.1 |
|
Staking Class C Incentive Units |
|
|
21,174 |
|
|
|
5.7 |
|
Class C Incentive Units |
|
|
5,670 |
|
|
|
5.8 |
|
Total unrecognized equity-based compensation expense |
|
$ |
214,404 |
|
|
|
|
A similar view has not been presented for the three months ended March 31, 2021 as all equity based-compensation expense was related to legacy RSG LLC equity.
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|
|
|
|
|
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|
Recognized Expense |
|
|
Unrecognized Expense |
|
IPO awards |
|
|
|
|
|
|
IPO RSUs and Staking Options |
|
$ |
6,892 |
|
|
$ |
74,861 |
|
IPO RLUs and Staking Class C Incentive Units |
|
|
3,323 |
|
|
|
54,784 |
|
Incremental Restricted Stock and Reload Options |
|
|
2,085 |
|
|
|
14,527 |
|
Incremental Restricted Common Units and Reload Class C Incentive Units |
|
|
4,145 |
|
|
|
19,794 |
|
Pre-IPO incentive awards |
|
|
|
|
|
|
Restricted Stock |
|
|
1,419 |
|
|
|
7,598 |
|
Restricted Common Units |
|
|
877 |
|
|
|
2,993 |
|
Post-IPO incentive awards |
|
|
|
|
|
|
Incentive RSUs |
|
|
339 |
|
|
|
27,182 |
|
Incentive RLUs |
|
|
104 |
|
|
|
4,969 |
|
Incentive Options |
|
|
20 |
|
|
|
2,026 |
|
Class C Incentive Units |
|
|
42 |
|
|
|
5,670 |
|
Other expense |
|
|
|
|
|
|
Director Stock Grants |
|
|
1,422 |
|
|
N/A |
|
Profit Sharing Contribution |
|
|
2,580 |
|
|
N/A |
|
Total equity-based compensation expense |
|
$ |
23,248 |
|
|
$ |
214,404 |
|
The Company recognized equity-based compensation expense of $23.2 million and $4.4 million for the three months end
|
| Incentive RSUs [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Restricted Stock Units |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
— |
|
|
$ |
— |
|
Granted |
|
|
800,244 |
|
|
|
34.39 |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
800,244 |
|
|
$ |
34.39 |
|
|
| Restricted Stock [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
Restricted Stock activity for the period was as follows:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Restricted Stock |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
3,222,634 |
|
|
$ |
21.15 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
46,943 |
|
|
|
21.15 |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
3,175,691 |
|
|
$ |
21.15 |
|
|
| Reload Options [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Options |
|
|
Weighted Average Exercise Price |
|
Outstanding at beginning of period |
|
|
4,592,319 |
|
|
$ |
23.50 |
|
Granted |
|
|
— |
|
|
|
— |
|
Exercised |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
4,592,319 |
|
|
$ |
23.50 |
|
|
| Schedule of Valuation Assumptions |
The fair value of Reload Options granted at the time of the IPO was determined using the Black-Scholes option pricing model with the following assumption ranges:
|
|
|
Assumptions |
Volatility |
25.0% |
Time to maturity (years) |
6.5-7.0 |
Risk-free rate |
0.94-1.02% |
Fair value per unit |
$6.42-$6.72 |
Dividend yield |
0.0% |
|
| Staking Options [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Options |
|
|
Weighted Average Exercise Price |
|
Outstanding at beginning of period |
|
|
66,667 |
|
|
$ |
23.50 |
|
Granted |
|
|
— |
|
|
|
— |
|
Exercised |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
66,667 |
|
|
$ |
23.50 |
|
|
| Schedule of Valuation Assumptions |
The fair value of Staking Options granted at the time of the IPO was determined using the Black-Scholes option pricing model with the following assumption ranges:
|
|
|
Assumptions |
Volatility |
25.0% |
Time to maturity (years) |
9.1 |
Risk-free rate |
1.19% |
Fair value per unit |
$7.82 |
Dividend yield |
0.0% |
|
| IPO RSUs [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Restricted Stock Units |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
4,330,104 |
|
|
$ |
22.95 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
4,330,104 |
|
|
$ |
22.95 |
|
|
| Incentive Options [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Options |
|
|
Weighted Average Exercise Price |
|
Outstanding at beginning of period |
|
|
— |
|
|
$ |
— |
|
Granted |
|
|
175,222 |
|
|
|
34.39 |
|
Exercised |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
175,222 |
|
|
$ |
34.39 |
|
|
| Schedule of Valuation Assumptions |
The fair value of Incentive Options granted in the period was determined using the Black-Scholes option pricing model with the following assumption ranges:
|
|
|
Assumptions |
Volatility |
27.5% |
Time to maturity (years) |
7.0 |
Risk-free rate |
2.16% |
Fair value per unit |
$11.68 |
Dividend yield |
0.0% |
|
| Restricted Common Units [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
Restricted Common Unit activity for the period was as follows:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Common Units |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
5,743,520 |
|
|
$ |
23.84 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
161,159 |
|
|
|
23.84 |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
5,582,361 |
|
|
$ |
23.84 |
|
|
| IPO RLUs [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Restricted LLC Units |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
1,543,277 |
|
|
$ |
25.05 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
1,543,277 |
|
|
$ |
25.05 |
|
|
| Incentive RLUs [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Restricted LLC Units |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
— |
|
|
$ |
— |
|
Granted |
|
|
145,527 |
|
|
|
34.86 |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
145,527 |
|
|
$ |
34.86 |
|
|
| Reload Class C Incentive Units [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Class C Incentive Units |
|
|
Weighted Average Participation Threshold |
|
Unvested at beginning of period |
|
|
3,911,490 |
|
|
$ |
23.50 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
3,911,490 |
|
|
$ |
23.50 |
|
|
| Class C Incentive Units [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Class C Incentive Units |
|
|
Weighted Average Participation Threshold |
|
Unvested at beginning of period |
|
|
— |
|
|
$ |
— |
|
Granted |
|
|
300,000 |
|
|
|
34.39 |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
300,000 |
|
|
$ |
34.39 |
|
|
| Staking Class C Incentive Units [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
|
|
|
Class C Incentive Units |
|
|
Weighted Average Participation Threshold |
|
Unvested at beginning of period |
|
|
2,116,667 |
|
|
$ |
23.50 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
2,116,667 |
|
|
$ |
23.50 |
|
|
| Stock Option [Member] |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Schedule of aggregate intrinsic value and weighted average remaining contractual term |
The aggregate intrinsic value and weighted average remaining contractual terms of Stock Options outstanding and Stock Options exercisable were as follows as of March 31, 2022:
|
|
|
|
|
|
|
March 31, 2022 |
|
Aggregate intrinsic value ($ in thousands) |
|
|
|
Reload Options outstanding |
|
$ |
70,217 |
|
Reload Options exercisable |
|
|
— |
|
Staking Options outstanding |
|
$ |
1,019 |
|
Staking Options exercisable |
|
|
— |
|
Incentive Options outstanding |
|
$ |
771 |
|
Incentive Options exercisable |
|
|
— |
|
Weighted-average remaining contractual term (in years) |
|
|
|
Reload Options outstanding |
|
|
9.3 |
|
Reload Options exercisable |
|
|
— |
|
Staking Options outstanding |
|
|
10.3 |
|
Staking Options exercisable |
|
|
— |
|
Incentive Options outstanding |
|
|
10.0 |
|
Incentive Options exercisable |
|
|
— |
|
|