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Stock-Based Compensation
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation STOCK-BASED COMPENSATION:
Stock Incentive Plans
The 2019 Plan was approved by Quanta’s stockholders in May 2019 and provides for the award of non-qualified stock options, incentive (qualified) stock options, stock appreciation rights, restricted stock awards, RSUs, stock bonus awards, performance compensation awards (including cash bonus awards) or any combination of the foregoing. Current and prospective employees, directors, officers, advisors or consultants of Quanta or its affiliates are eligible to participate in the 2019 Plan. In May 2022, Quanta’s stockholders approved an amendment to the 2019 Plan to increase the shares available for issuance. Subject to certain adjustments, the maximum number of shares available for issuance under the 2019 Plan is 9,639,592, plus any shares underlying share-settling awards previously awarded pursuant to the 2011 Plan that are ultimately forfeited, canceled, expired or settled in cash subsequent to stockholder approval of the 2019 Plan. All awards subsequent to stockholder approval of the 2019 Plan have been and will be made pursuant to the 2019 Plan and applicable award agreements. Awards made under the 2011 Plan prior to approval of the 2019 Plan remain subject to the terms of the 2011 Plan and applicable award agreements.
RSUs to be Settled in Common Stock
A summary of the activity for RSUs to be settled in common stock for the years ended December 31, 2022, 2021 and 2020 is as follows (RSUs in thousands):
202220212020
RSUsWeighted Average
Grant Date Fair Value
(Per Unit)
RSUsWeighted Average
Grant Date Fair Value
(Per Unit)
RSUsWeighted Average
Grant Date Fair Value
(Per Unit)
Unvested at January 13,880 $61.643,869 $37.573,265 $35.34
Granted860 $113.071,642 $94.832,029 $39.91
Vested(1,319)$50.60(1,476)$37.03(1,269)$35.69
Forfeited(158)$84.94(155)$48.52(156)$36.67
Unvested at December 313,263 $78.743,880 $61.643,869 $37.57
The approximate fair value of RSUs that vested during the years ended December 31, 2022, 2021 and 2020 was $152.5 million, $125.7 million and $51.6 million, respectively.
During the years ended December 31, 2022, 2021 and 2020, Quanta recognized $84.0 million, $67.3 million and $55.7 million of non-cash stock compensation expense related to RSUs to be settled in common stock. As of December 31, 2022, there was $143.4 million of total unrecognized compensation expense related to unvested RSUs to be settled in common stock granted to both employees and non-employees. This cost is expected to be recognized over a weighted average period of 3.87 years.
PSUs to be Settled in Common Stock
A summary of the activity for PSUs to be settled in common stock for the years ended December 31, 2022, 2021 and 2020 is as follows (PSUs in thousands):
202220212020
PSUsWeighted Average
Grant Date Fair Value
(Per Unit)
PSUsWeighted Average
Grant Date Fair Value
(Per Unit)
PSUs
Weighted Average
Grant Date Fair Value
(Per Unit) (1)
Unvested at January 1931 $47.271,047 $37.65848 $40.04
Granted153 $119.74174 $90.44437 $34.60
Vested(334)$40.15(268)$38.28(238)$41.87
Forfeited(17)$58.79(22)$41.86— N/A
Unvested at December 31733 $65.39931 $47.271,047 $37.65
(1) Certain weighted average grant date fair value per unit amounts related to the year ended December 31, 2020 were recast in the year ended December 31, 2021 to conform to the correction of the valuation of PSUs described below.
The Monte Carlo simulation valuation methodology applied the following key inputs:
202220212020
Valuation date price based on March 2, 2022, March 25, 2021 and March 26, 2020 closing stock prices of Quanta common stock$110.24$83.48$31.49
Expected volatility39 %36 %34 %
Risk-free interest rate1.64 %0.26 %0.35 %
Term in years2.832.772.76
During the years ended December 31, 2022, 2021 and 2020, Quanta recognized $21.6 million, $21.0 million and $35.9 million of non-cash stock compensation expense related to PSUs to be settled in common stock. Included in compensation expense associated with PSUs during the year ended December 31, 2020 was a charge of $14.0 million to correct the valuation of certain PSUs during the years 2017 to 2019. Quanta assessed the materiality of the prior period error and determined that the error was immaterial to the December 31, 2020 and prior period financial statements.
As of December 31, 2022, there was an estimated $19.6 million of total unrecognized compensation expense related to unearned and unvested PSUs. This amount is based on forecasted attainment of performance metrics and estimated forfeitures of unearned and unvested PSUs. The compensation expense related to outstanding PSUs can vary from period to period based on changes in forecasted achievement of established performance goals and the total number of shares of common stock that Quanta anticipates will be issued upon vesting of such PSUs. This cost is expected to be recognized over a weighted average period of 1.69 years.
During the years ended December 31, 2022, 2021 and 2020, 0.7 million, 0.5 million and 0.5 million shares of common stock were earned and either issued or deferred for future issuance under Quanta’s deferred compensation plans in connection with PSUs. The approximate fair values of PSUs earned during the years ended December 31, 2022, 2021 and 2020 were $72.4 million, $45.2 million and $18.3 million, respectively.
RSUs to be Settled in Cash
During the years ended December 31, 2022, 2021 and 2020, compensation expense related to RSUs to be settled in cash was $15.5 million, $17.4 million and $9.4 million. RSUs that are anticipated to be settled in cash are not included in the calculation of weighted average shares outstanding for earnings per share, and the estimated earned value of such RSUs is calculated at the end of each reporting period based on the market value of Quanta’s common stock and is classified as a liability. Quanta paid $14.5 million, $13.2 million and $4.3 million to settle liabilities related to cash-settled RSUs in the years ended December 31, 2022, 2021 and 2020. Accrued liabilities for the estimated earned value of outstanding RSUs to be settled in cash were $11.0 million and $11.1 million as of December 31, 2022 and 2021.