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STOCK-BASED COMPENSATION
9 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION
Stock-Based Compensation Plans
The Company maintains the following plans for which awards were granted from or had awards outstanding in 2023: the 2010 Omnibus Long-Term Incentive Plan (as Amended and Restated effective July 27, 2017), the 2019 Omnibus Long-Term Incentive Plan, and the 2010 Employee Stock Purchase Plan. These plans are collectively referred to as the “Stock Plans” and are administered in conjunction with the Company’s Equity Award Death, Disability and Retirement Policy, which was adopted in February 2023. Refer to the Company’s 2023 Form 10-K for further information regarding this policy.
Stock-Based Compensation Expense
The Company records stock-based compensation expense in connection with the amortization of restricted stock and restricted stock unit awards (“RSUs”), performance share units (“PSUs”), stock purchase rights granted under the Company’s employee stock purchase plan (“ESPP”) and stock options granted to employees, non-employee consultants and non-employee directors. The Company recorded $48.8 million and $61.9 million in stock-based compensation expense during the three months ended September 30, 2024 and 2023, respectively. The Company recorded $165.7 million and $172.7 million in stock-based compensation expense during the nine months ended September 30, 2024 and 2023, respectively.
As of September 30, 2024, there was approximately $383.8 million of expected total unrecognized compensation cost related to non-vested stock-based compensation arrangements granted under all equity compensation plans. The Company expects to recognize that cost over a weighted average period of 2.6 years.
Stock Options
A summary of stock option activity under the Stock Plans is as follows:
Option SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)Aggregate Intrinsic Value (1)
(Aggregate intrinsic value in thousands)
Outstanding, January 1, 20241,286,173 $47.67 3.8
Exercised(221,374)19.50 
Forfeited(36,575)91.37 
Outstanding, September 30, 20241,028,224 $52.18 3.3$26,970 
Vested and expected to vest, September 30, 2024
1,028,224 $52.18 3.3$26,970 
Exercisable, September 30, 20241,028,224 $52.18 3.3$26,970 
______________
(1)The total intrinsic value of options exercised, net of shares withheld for taxes, during the nine months ended September 30, 2024 and 2023 was $6.2 million and $10.6 million, respectively, determined as of the date of exercise.
Restricted Stock and Restricted Stock Units
The fair value of restricted stock and RSUs is determined on the date of grant using the closing stock price on that day.
A summary of restricted stock and RSU activity during the nine months ended September 30, 2024 is as follows:
Restricted SharesWeighted Average Grant Date Fair Value (1)
Outstanding, January 1, 20246,272,763 $73.39 
Granted4,227,223 56.67 
Released (2)(2,232,590)77.62 
Forfeited(780,430)61.93 
Outstanding, September 30, 20247,486,966 $63.07 
______________
(1)The weighted average grant date fair value of the RSUs granted during the nine months ended September 30, 2023 was $62.28.
(2)The fair value of RSUs vested and converted to shares of the Company’s common stock was $173.3 million and $146.7 million during the nine months ended September 30, 2024 and 2023, respectively.
Performance Share Units
The Company has issued performance-based equity awards to certain employees which vest upon the achievement of certain performance goals, including financial performance targets and operational milestones.
A summary of PSU activity during the nine months ended September 30, 2024 is as follows:
Performance Share Units (1)Weighted Average Grant Date Fair Value (2)
Outstanding, January 1, 20241,597,801 $92.73 
Granted913,533 63.68 
Released (3)(70,662)140.20 
Forfeited(403,454)92.47 
Outstanding, September 30, 20242,037,218 $75.47 
______________
(1)The PSUs listed above assumes attainment of maximum payout rates as set forth in the performance criteria. Applying actual or expected payout rates, the number of outstanding PSUs as of September 30, 2024 was 820,015.
(2)The weighted average grant date fair value of the PSUs granted during the nine months ended September 30, 2023 was $79.11.
(3)The fair value of PSUs vested and converted to shares of the Company’s common stock was $9.9 million and $1.0 million for the nine months ended September 30, 2024 and 2023, respectively.
Employee Stock Purchase Plan
The fair value of shares purchased during the three and nine months ended September 30, 2024 and 2023 under the ESPP is based on the assumptions in the following table:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
ESPP Shares
Risk-free interest rates
(1)
(1)
4.71% - 5.30%
4.68%
Expected term (in years)
(1)
(1)
1.171.25
Expected volatility
(1)
(1)
55.67% - 63.13%
67.30%
Dividend yield
(1)
(1)
—%—%
______________
(1)The Company did not issue stock purchase rights under its 2010 Employee Stock Purchase Plan during the period indicated.