v3.21.2

Share-Based Compensation Expense | 9 Months Ended
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Sep. 30, 2021
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] |
Share-Based Compensation Expense | 10. Share-Based Compensation Expense Predecessor Plans Prior to the Business Combination, share-based payments to employees include grants of restricted share units (“RSUs”) and performance based restricted share units (“PRSUs”), which consist of both Class A-1 and Class B common units in each type, are measured based on their estimated grant date fair value. The Company recognizes compensation expense on a straight-line basis over the requisite service period for awards expected to ultimately vest. As a result of the change in control related to the Business Combination, the vesting of the time-based RSU Class B units accelerated on the Closing Date. The remaining unvested PRSU Class B units have vesting conditions that are contingent upon the achievement of defined internal rates of return and multiples on invested capital occurrence and of certain liquidity events. The Class A-1 RSUs and PRSUs that were unvested as of the Closing Date have time-based and/or vesting conditions that are contingent upon the achievement of defined internal rates of return and multiples on invested capital occurrence and of certain liquidity events. Both the unvested Class A-1 and Class B units were replaced with unvested Alight common shares as discussed below. The following tables summarizes the unit activity related to the RSUs and PRSUs during the Predecessor six months ended June 30, 2021:
|  |  |  |  |  | Weighted |  |  |  |  |  |  | Weighted |
|  |  |  |  |  | Average |  |  |  |  |  |  | Average |
|  |  |  |  |  | Grant Date |  |  |  |  |  |  | Grant Date |
|  |  |  |  |  | Fair Value |  |  |  |  |  |  | Fair Value |
Predecessor |  | RSUs |  |  | Per Unit |  |  | PRSUs |  |  | Per Unit |
Balance as of December 31, 2020 |  |  | 2,999 |  |  | $ |  | 4,563 |  |  |  | 9,223 |  |  | $ |  | 4,015 |
Granted |  |  | 254 |  |  |  |  | 28,875 |  |  |  | 389 |  |  |  |  | 24,420 |
Vested |  |  | (517 | ) |  |  |  | 5,459 |  |  |  | - |  |  |  |  | - |
Forfeited |  |  | (121 | ) |  |  |  | 4,527 |  |  |  | (567 | ) |  |  |  | 2,626 |
Balance as of June 30, 2021 |  |  | 2,614 |  |  | $ |  | 6,741 |  |  |  | 9,045 |  |  | $ |  | 4,888 |
Successor Plans Predecessor Replacement Awards In connection with the Business Combination, the holders of certain unvested awards under the Predecessor plans were granted replacement awards in the Successor company.
| • | Class B units: The unvested Class B units of Alight Holdings were granted replacement Unvested Class A common shares, Unvested Class B-1 common shares, and Unvested Class B-2 common shares of the Company that ultimately vest on the third anniversary of the Closing Date, but could vest earlier based on market-based vesting terms consistent to those under the Predecessor Plan.
| • | Class A-1 units: The unvested Class A-1 units were granted replacement Unvested Class A common shares, Unvested Class B common shares, and Unvested Class B-2 common shares of the Company on an equivalent fair value basis. The time and market-based vesting conditions are consistent with those under the Predecessor Plan.
The Class B and Class A-1 units that were replaced represent the Unvested Class A, Unvested Class B-1 and Unvested Class B-2 common shares subject to the forfeiture re-allocation provision per the Class Z instruments discussed in Note 9 “Stockholders’ and Members’ Equity”. These unvested shares are accounted for as restricted stock in accordance with ASC 718. Successor Awards In connection with the Business Combination, the Company adopted the Alight, Inc. 2021 Omnibus Incentive Plan. Under this plan, for grants issued during the Successor three months ended September 30, 2021, approximately 50% of the units are subject to time-based vesting requirements and approximately 50% are subject to performance-based vesting requirements. The majority of the time-based RSUs vest ratably each December 31 over a three-year period with one-third vesting on December 31, 2021, 2022 and 2023. The majority of the PRSUs vest upon achievement of the Company’s performance goal, Total Contract Value of Business Process as a Service ("BPaaS"). The Company recognizes expense associated with the PRSUs when the achievement of the performance condition is deemed probable. The aggregate grant date fair value of RSUs and PRSUs granted during the Successor period three months ended September 30, 2021 was $116 million and $114 million, respectively. Restricted Share Units and Performance Based Restricted Share Units The following tables summarizes the unit activity related to the RSUs and PRSUs during the Successor three months ended September 30, 2021:
|  |  |  |  |  | Weighted |  |  |  |  |  |  | Weighted |
|  |  |  |  |  | Average |  |  |  |  |  |  | Average |
|  |  |  |  |  | Grant Date |  |  |  |  |  |  | Grant Date |
|  |  |  |  |  | Fair Value |  |  |  |  |  |  | Fair Value |
Successor |  | RSUs(1) |  |  | Per Unit |  |  | PRSUs(1) |  |  | Per Unit |
Balance as of July 1, 2021 |  |  | 854,764 |  |  | $ |  | 9.91 |  |  |  | 7,816,743 |  |  | $ |  | 9.99 |
Granted |  |  | 9,178,145 |  |  |  |  | 12.64 |  |  |  | 9,045,415 |  |  |  |  | 12.64 |
Vested |  |  | (12,730 | ) |  |  |  | 11.48 |  |  |  | — |  |  |  |  | — |
Balance as of September 30, 2021 |  |  | 10,020,179 |  |  | $ |  | 12.41 |  |  |  | 16,862,158 |  |  | $ |  | 11.41 |
(1) These share totals include both unvested shares and restricted stock units. Share-based Compensation The Company recorded the share-based compensation costs related to the RSUs and PRSUs for the Successor three months ended September 30, 2021, the Predecessor six months ended June 30, 2021, and three and nine months ended September 2020 of $15 million, $5 million, $1 million and $5 million, respectively. As of September 30, 2021, total future compensation expense related to unvested RSUs was $116 million which will be recognized over a remaining weighted-average amortization period of approximately 2.3 years. As of September 30, 2021, total future compensation expense related to PRSUs was $161 million which will be recognized over approximately the next 2.4 years.

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- Definition The entire disclosure for share-based payment arrangement. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -URI http://asc.fasb.org/topic&trid=2228938 + Details
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