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Employee Stock-Based Compensation | 12 Months Ended
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Dec. 31, 2021
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] |
Employee Stock-Based Compensation | 10. Employee Stock-Based Compensation 2014 Incentive Plan Under our 2014 Incentive Plan (“2014 Plan”), as amended, the Company is authorized to grant awards in the form of incentive stock options, non-qualified stock options, restricted stock shares, restricted stock units, other common stock-based awards and cash-based awards. As of December 31, 2021, the Company had reserved 15.1 million shares of common stock for the grant of awards under the 2014 Plan, subject to adjustment as provided by the 2014 Plan. In 2020, the number of shares available under the 2014 Plan had been adjusted to allow for the assumption of options and shares granted in connection with the BMC Merger. All shares under the Plan may be made subject to options, stock appreciation rights (“SARs”), or stock-based awards. Stock options and SARs granted under the 2014 Plan may not have a term exceeding 10 years from the date of grant. The 2014 Plan also provides that all awards will become fully vested and/or exercisable upon a change in control (as defined in the 2014 Plan) if those awards (i) are not assumed or equitably substituted by the surviving entity or (ii) have been assumed or equitably substituted by the surviving entity, and the grantee’s employment is terminated under certain circumstances. Other specific terms for awards granted under the 2014 Plan shall be determined by our Compensation Committee (or the board of directors if so determined by the board of directors). Awards granted under the 2014 Plan generally vest ratably over a three to four-year period or cliff vest after a period of three to four years. As of December 31, 2021, 8.1 million shares were available for issuance under the 2014 Plan. If it is assumed that shares will be issued at the target vesting amount for outstanding restricted stock units (“RSUs”) with variable payout provisions, an additional 0.8 million shares would be included in the shares available for future issuance under the 2014 Plan. 2007 Incentive Plan Under our 2007 Incentive Plan (“2007 Plan”), the Company was authorized to grant awards in the form of incentive stock options, non-qualified stock options, restricted stock, other common stock-based awards and cash-based awards. Stock options granted under the 2007 Plan do not have a term exceeding 10 years from the date of grant. As of May 24, 2017, no further grants will be made under the 2007 plan. All remaining awards granted under the 2007 Plan are fully vested and exercisable. 2005 Equity Incentive Plan Under our 2005 Equity Incentive Plan (“2005 Plan”), we were authorized to grant stock-based awards in the form of incentive stock options, non-qualified stock options, restricted stock and other common stock-based awards. Stock options granted under the 2005 Plan do not have a term exceeding 10 years from the date of grant. As of June 27, 2015, no further grants will be made under the 2005 Plan. All remaining awards granted under the 2005 Plan are fully vested and exercisable. 1998 Stock Incentive Plan Under the Builders FirstSource, Inc. 1998 Stock Incentive Plan (“1998 Plan”), we were authorized to issue shares of common stock pursuant to awards granted in various forms, including incentive stock options, non-qualified stock options and other stock-based awards. The 1998 Plan also authorized the sale of common stock on terms determined by our board of directors. As of January 1, 2005, no further grants will be made under the 1998 Plan. All remaining stock options granted under the 1998 Plan are fully vested and exercisable. Stock Options The following table summarizes our stock option activity:
|  |  |  |  |  | Weighted |  |  | Weighted |  |  |  |  |
|  |  |  |  |  | Average |  |  | Average |  |  |  |  |
|  |  |  |  |  | Exercise |  |  | Remaining |  |  | Aggregate |
|  | Options |  |  | Price |  |  | Years |  |  | Intrinsic Value |
|  | (in thousands) |  |  |  |  |  |  |  |  |  |  | (in thousands) |
Outstanding at December 31, 2020 |  |  | 199 |  |  | $ | 7.68 |  |  |  |  |  |  |  |  |
Assumed in BMC Merger |  |  | 84 |  |  | $ | 12.69 |  |  |  |  |  |  |  |  |
Exercised |  |  | (90 | ) |  | $ | 8.25 |  |  |  |  |  |  |  |  |
Forfeited |  |  | - |  |  | $ | - |  |  |  |  |  |  |  |  |
Outstanding at December 31, 2021 |  |  | 193 |  |  | $ | 9.60 |  |  |  | 2.9 |  |  | $ | 14,696 |
Exercisable at December 31, 2021 |  | $ | 193 |  |  | $ | 9.60 |  |  |  | 2.9 |  |  | $ | 14,696 |
The outstanding options at December 31, 2021 include 128,000 options under the 2014 plan, 28,000 options under the 2007 Plan, 18,000 options under the 2005 Plan and 19,000 options under the 1998 Plan. As of December 31, 2021, all outstanding options under the 2014 Plan, the 2007 Plan, the 2005 Plan and the 1998 Plan were exercisable. There were no options granted during the years ended December 31, 2021, 2020 or 2019. The total intrinsic value of options exercised during the years ended December 31, 2021, 2020, and 2019 were $7.0 million, $4.8 million and $12.5 million, respectively. Vesting of all of our stock options is contingent solely on continuous employment over the requisite service period. Restricted Stock Units The total outstanding RSUs at December 31, 2021 include 2,058,000 units granted under the 2014 Plan. The Company grants RSUs to employees under our 2014 Incentive Plan for which vesting is based solely on continuous employment over the requisite service period. Generally, the RSUs vest 33% per year at each anniversary of the grant date over the next three years or RSUs vest at 50% per year at each anniversary of the grant date over the next two years. A certain number of RSUs vest at 25% on each of the second and third anniversaries of the grant date and 50% on the fourth anniversary of the grant date. The following table summarizes activity for RSUs subject solely to service conditions for the year ended December 31, 2021 (shares in thousands):
|  |  |  |  |  | Weighted |
|  |  |  |  |  | Average Grant |
|  | Shares |  |  | Date Fair Value |
Nonvested at December 31, 2020 |  |  | 1,401 |  |  | $ | 17.60 |
Granted |  |  | 645 |  |  | $ | 47.36 |
Vested |  |  | (726 | ) |  | $ | 19.01 |
Forfeited |  |  | (37 | ) |  | $ | 45.38 |
Nonvested at December 31, 2021 |  |  | 1,283 |  |  | $ | 30.97 |
The weighted average grant date fair value of RSUs for which vesting is subject solely to service conditions granted during the years ended December 31, 2021, 2020 and 2019 were $47.36, $19.54, and $14.29, respectively. Performance and Service Condition Based Restricted Stock Unit Grants The Company grants RSUs to employees under our 2014 Incentive Plan for which vesting is based on the Company’s achievement of certain performance targets, generally over a two-year period (“performance condition”), as well as continued employment during the performance period. A certain number of RSUs vest based on a performance condition over a five-year period as well as continued employment during the performance period. Assuming continued employment and if the performance vesting condition is achieved, the awards will vest on the second anniversary of the grant date. The actual number of shares of common stock that may be earned ranges from zero to 120% of the RSUs granted. The total number of outstanding RSUs at December 31, 2021 subject to performance and service conditions was 92,000. Performance, Market and Service Condition Based Restricted Stock Unit Grants The Company grants RSUs to employees under our 2014 Incentive Plan, that cliff vest on the third anniversary of the grant date based on the Company’s level of achievement of performance goals relating to return on invested capital over a three-year period (“performance condition”) as well as continued employment during the performance period. The total number of shares of common stock that may be earned from the performance condition ranges from zero to 200% of the RSUs granted. The number of shares earned from the performance condition may be further increased by 10% or decreased by 10% based on the Company’s total shareholder return relative to a peer group during the performance period (“market condition”). The total number of outstanding RSUs at December 31, 2021 subject to performance, market and service conditions was 683,000. The following table summarizes activity for RSUs for which vesting is subject to performance, market and service conditions for the year ended December 31, 2021 (shares in thousands):
|  |  |  |  |  | Weighted |
|  |  |  |  |  | Average Grant |
|  | Shares |  |  | Date Fair Value |
Nonvested at December 31, 2020 |  |  | 948 |  |  | $ | 18.97 |
Granted |  |  | 284 |  |  | $ | 41.62 |
Vested |  |  | (442 | ) |  | $ | 20.62 |
Forfeited |  |  | (15 | ) |  | $ | 44.45 |
Nonvested at December 31, 2021 |  |  | 775 |  |  | $ | 25.85 |
The weighted average grant date fair value of RSUs for which vesting is subject to performance, market and service conditions granted during the years ended December 31, 2021, 2020 and 2019 were $41.62, $23.18 and $14.42, respectively. Our results of operations include stock compensation expense of $31.5 million, $17.0 million and $12.2 million for the years ended December 31, 2021, 2020 and 2019, respectively. We recognized excess tax benefits for stock options exercised and RSUs vested of $8.7 million, $2.1 million and $2.2 million for the years ended December 31, 2021, 2020 and 2019, respectively. The total fair value of options vested during the years ended December 31, 2021, 2020, and 2019 were $0.1 million, $0.1 million and $0.3 million, respectively. The total fair value of RSUs vested during the years ended December 31, 2021, 2020 and 2019 were $22.9 million, $11.3 million and $9.8 million, respectively. As of December 31, 2021, there was approximately $33.0 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements granted under the Plans. That cost is expected to be recognized over a weighted-average period of 1.8 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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