XML 49 R20.htm IDEA: XBRL DOCUMENT
v3.25.0.1

Stock-Based Compensation and Stockholder's Equity | 12 Months Ended
--- | ---
Dec. 31, 2024
Share-Based Payment Arrangement, Noncash Expense [Abstract] |
Stock-Based Compensation and Stockholders’ Equity | Stock-Based Compensation and Stockholders’ Equity Stock-Based Awards The Company maintains long-term incentive plans which allow for granting stock-based compensation awards of Company Common Stock to directors, employees, officers, and consultants or advisers who render services to the Company or its subsidiaries, including stock options, restricted stock, restricted stock units (“RSUs”), performance stock units (“PSUs”), market-based performance stock units (“MSUs”), stock appreciation rights, and other stock-based awards or dividend equivalents. Forfeitures are recognized in the period in which they occur. Performance Incentive Plans The Board of Directors (“Board”) adopted, and the Company’s stockholders approved, the 2015 Equity Incentive Plan, as amended and restated in 2019 (the “2015 Plan”), which allows for shares to be granted as part of the Company’s long-term incentive plan. On April 24, 2024, the Board approved an amendment to the 2015 Plan and the Company’s stockholders subsequently approved the adoption of the amended and restated 2015 Plan on June 11, 2024. The amendment to the 2015 Plan allows for, among other things, an increase in the number of shares available for future grants to 8 million shares, plus the number of shares available for issuance under the 2015 Plan on the date the Company’s stockholders approved the amendment. As of December 31, 2024, the Company had approximately 10 million shares available for grant under the 2015 Plan. Equity awards granted to employees and executive officers generally vest within one to three years from the grant date either ratably on each anniversary, or entirely at the end of the service period. Awards may also contain performance conditions in addition to time based vesting conditions. Performance awards relate to the achievement of defined levels of performance and will vest and become payable at the end of the vesting period. Performance awards may contain targeted performance levels, which may ultimately vest within a range of 0% to 200% of the target award, based on defined operating metrics or market performance as compared to a peer group. RSUs granted to non-employee directors generally vest immediately and are issued on the vesting date, or may be deferred. Total stock-based compensation expense in the accompanying Statements of Operations was $94 million, $104 million and $101 million during the years ended December 31, 2024, 2023 and 2022, respectively. These amounts are included in Corporate expenses in the Company’s Statements of Operations. Restricted Stock Unit Activity During the year ended December 31, 2024, the Company granted RSUs to employees of the Company with an aggregate fair value of $88 million. Each RSU represents the right to receive payment in respect of one share of the Company’s Common Stock. A summary of the RSUs activity for the year ended December 31, 2024 is presented in the following table:
| Units |  | Weighted Average Grant Date Fair Value (a)
Unvested outstanding as of December 31, 2023 | 1,922,419 |  |  | $ | 60.11 |
Granted (b) | 2,020,005 |  |  | 43.77 |
Vested | (1,055,671) |  |  | 62.64 |
Forfeited | (217,942) |  |  | 49.06 |
Unvested outstanding as of December 31, 2024 | 2,668,811 |  |  | 47.64 |
____________________ (a)Represents the weighted-average grant date fair value of RSUs, which is the share price of our common stock on the grant date. (b)Included are 45,800 RSUs granted to non-employee members of the Board during the year ended December 31, 2024. Performance Stock Unit Activity During the year ended December 31, 2024, the Company granted PSUs to employees of the Company with an aggregate fair value of $5 million as of December 31, 2024. On the vesting date, recipients will receive between 0% and 200% of the target number of PSUs granted, in the form of Company Common Stock, based on the achievement of specified performance conditions and terms of the underlying award agreement. The fair value of the PSUs is based on the market price of our common stock when a mutual understanding of the key terms and conditions of the awards between the Company and recipient is achieved. The awards are remeasured each period until such an understanding is reached. A summary of the PSUs activity for the year ended December 31, 2024 is presented in the following table:
| Units |  | Weighted Average Grant Date Fair Value (a)
Unvested outstanding as of December 31, 2023 | 328,230 |  |  | $ | 46.88 |
Granted | 161,688 |  |  | 33.42 |
Performance Adjustment | 27,314 |  |  |
Vested | (99,377) |  |  | 41.66 |
Forfeited | (20,699) |  |  | 39.86 |
Unvested outstanding as of December 31, 2024 | 397,156 |  |  | 33.42 |
____________________ (a)This represents the weighted-average grant date fair value for PSUs where the grant date has been achieved or the price of our common stock as of the balance sheet date for PSUs where a grant date has not been achieved. Market-Based Stock Unit Activity During the year ended December 31, 2024, the Company granted MSUs to employees of the Company with an aggregate fair value of $26 million. On the vesting date, recipients will receive between 0% and 200% of the granted MSUs in the form of Company Common Stock based on the achievement of specified market and service conditions. Based on the terms and conditions of the awards, the grant date fair value of the MSUs was determined using a Monte Carlo simulation model. Key assumptions for the Monte Carlo simulation model are the risk-free interest rate, expected volatility, expected dividends and correlation coefficient. The effect of market conditions is considered in determining the grant date fair value, which is not subsequently revised based on actual performance. A summary of the MSUs activity for the year ended December 31, 2024 is presented in the following table:
| Units |  | Weighted Average Grant Date Fair Value (a)
Unvested outstanding as of December 31, 2023 | 872,019 |  |  | $ | 85.11 |
Granted | 435,536 |  |  | 58.56 |
Performance Adjustment | (154,420) |  |  |
Vested | (18,713) |  |  | 63.99 |
Forfeited | (38,318) |  |  | 77.95 |
Unvested outstanding as of December 31, 2024 | 1,096,104 |  |  | 73.15 |
____________________ (a)Represents the grant date fair value determined using a Monte Carlo simulation model. Stock Option Activity There was no stock option activity during the year ended December 31, 2024.
Stock Option Exercises |  |  |  |  |
| Years Ended December 31,
(Dollars in millions) | 2024 |  | 2023 |  | 2022
Option Exercises: |  |  |  |  |
Number of options exercised | — |  |  | 88 |  |  | 43,384 |
Cash received for options exercised | $ | — |  |  | $ | — |  |  | $ | 1 |
Aggregate intrinsic value of options exercised | $ | — |  |  | $ | — |  |  | $ | 2 |
Unrecognized Compensation Cost As of December 31, 2024, the Company had $105 million of unrecognized compensation expense, which is expected to be recognized over a weighted-average period of 1.8 years. Accumulated Other Comprehensive Income The changes in AOCI by component, net of tax, for the periods through December 31, 2024 and 2023 are shown below.
Changes in AOCI by component, net of tax |  |  |  |  |  |  |
(In millions) | Unrealized Net Gains on Derivative Instruments |  | Foreign Currency Translation Adjustments |  | Other |  | Total
Balances as of December 31, 2022 | $ | 94 |  |  | $ | (1) |  |  | $ | (1) |  |  | $ | 92 |
Other comprehensive income before reclassifications | — |  |  | 1 |  |  | 4 |  |  | 5 |
Total other comprehensive income, net of tax | — |  |  | 1 |  |  | 4 |  |  | 5 |
Balances as of December 31, 2023 | $ | 94 |  |  | $ | — |  |  | $ | 3 |  |  | $ | 97 |
Other comprehensive loss before reclassifications | — |  |  | — |  |  | (1) |  |  | (1) |
Total other comprehensive loss, net of tax | — |  |  | — |  |  | (1) |  |  | (1) |
Balances as of December 31, 2024 | $ | 94 |  |  | $ | — |  |  | $ | 2 |  |  | $ | 96 |
Share Repurchase Program On November 8, 2018, the Company announced that its Board of Directors authorized a $150 million common stock repurchase program (the “2018 Share Repurchase Program”). For the year ended December 31, 2024, the Company acquired 3,872,478 shares of common stock under the 2018 Share Repurchase Program at an aggregate value of $141 million, excluding any applicable excise taxes, and an average of $36.38 per share. In connection with these repurchases, including repurchases of $9 million in 2018, the 2018 Share Repurchase Program was completed and all shares repurchased under the 2018 Share Repurchase Program were retired. On October 2, 2024, the Company announced that its Board of Directors authorized a $500 million common stock repurchase program (the “2024 Share Repurchase Program”). Under the 2024 Share Repurchase Program, the Company may, from time to time, repurchase shares of common stock on the open market (either with or without a 10b5-1 plan) or through privately negotiated transactions. As of December 31, 2024, the Company has acquired 1,262,990 shares of common stock under the 2024 Share Repurchase Program at an aggregate value of $50 million, excluding any applicable excise taxes, and an average of $39.59 per share. The 2024 Share Repurchase Program has no time limit and may be suspended or discontinued at any time without notice. There is no minimum number of shares of common stock that the Company is required to repurchase under the 2024 Share Repurchase Program. All share repurchases under the 2024 Share Repurchase Program are retired upon repurchase. No shares were repurchased during the years ended December 31, 2023 or 2022. Shares Held in Escrow In connection with the settlement of convertible notes during 2021, the Company issued approximately 139 thousand shares of common stock, at a fair value of approximately $14 million. The shares were contributed to, and held in, an escrow trust which was recorded within Treasury stock. During the year ended December 31, 2024, the shares were released from escrow and returned to the Company following an update to the estimated disputed claims liability.

X
- Definition The entire disclosure for share-based payment arrangement. + References Reference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org/1943274/2147480429/718-10-50-2 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/718/tableOfContent Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147480429/718-10-50-2 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2) -Publisher FASB -URI https://asc.fasb.org/1943274/2147480429/718-10-50-2 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2)(i) -Publisher FASB -URI https://asc.fasb.org/1943274/2147480429/718-10-50-2 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (l) -Publisher FASB -URI https://asc.fasb.org/1943274/2147480429/718-10-50-2 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_ShareBasedCompensationAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration