Equity-Based Compensation

Restricted stock awards. The Company has granted restricted stock awards to employees and directors under its Amended and Restated 2010 Long Term Incentive Plan, the majority of which vest over a three-year period. The maximum number of shares available for grant under the Amended and Restated 2010 Long Term Incentive Plan is 16,050,000. The fair value of restricted stock grants is based on the closing sales price of the Company’s common stock on the date of grant. Compensation expense is recognized ratably over the requisite service period.

The following table summarizes information related to restricted stock held by the Company’s employees and directors for the periods presented:



	Shares		Weighted Average Grant Date Fair Value per Share
Non-vested shares outstanding December 31, 2017	3,741,898		$	10.78
Granted	3,546,280		10.20
Vested	(1,826,855	)	9.71
Forfeited	(324,767	)	10.03
Non-vested shares outstanding December 31, 2018	5,136,556		$	10.81

Equity-based compensation expense recorded for restricted stock awards was $20.1 million, $19.5 million and $20.0 million for each of the years ended December 31, 2018, 2017 and 2016, respectively, and is included in general and administrative expenses on the Company’s Consolidated Statements of Operations. The fair value of awards vested was $17.3 million, $22.0 million and $6.9 million for the years ended December 31, 2018, 2017 and 2016, respectively. The weighted average grant date fair value of restricted stock awards granted was $10.20 per share, $15.03 per share and $5.63 per share for the years ended December 31, 2018, 2017 and 2016, respectively. Unrecognized expense as of December 31, 2018 for all outstanding restricted stock awards was $34.2 million and will be recognized over a weighted average period of 2.0 years.

Performance share units. The Company has granted PSUs to officers of the Company under its Amended and Restated 2010 Long Term Incentive Plan. The PSUs are awards of restricted stock units, and each PSU that is earned represents the right to receive one share of the Company’s common stock.

The Company accounted for these PSUs as equity awards pursuant to the FASB’s authoritative guidance for share-based payments. The number of PSUs to be earned is subject to a market condition, which is based on a comparison of the total shareholder return (“TSR”) achieved with respect to shares of the Company’s common stock against the TSR achieved by a defined peer group at the end of the performance periods. Depending on the Company’s TSR performance relative to the defined peer group, award recipients will earn between 0% and 200% of the initial PSUs granted. All compensation expense related to the PSUs will be recognized if the requisite performance period is fulfilled, even if the market condition is not achieved.

The following table summarizes information related to PSUs held by the Company’s officers for the periods presented:



	Units		Weighted Average Grant Date Fair Value per Unit
Non-vested PSUs at December 31, 2017	1,872,710		$	11.10
Granted	854,400		12.71
Vested	(564,068	)	7.01
Forfeited	(130,830	)	41.71
Non-vested PSUs at December 31, 2018	2,032,212		$	10.94

Equity-based compensation expense recorded for PSUs for the years ended December 31, 2018, 2017 and 2016 was $8.5 million, $6.7 million and $4.2 million, respectively, and is included in general and administrative expenses on the Company’s Consolidated Statements of Operations. The fair value of PSUs vested was $5.3 million and $1.0 million for the years ended December 31, 2018 and 2016, respectively. No PSUs vested during the year ended December 31, 2017. The weighted average grant date fair value of PSUs granted was $12.71 per share, $16.89 per share and $3.00 per share for the years ended December 31, 2018, 2017 and 2016, respectively. Unrecognized expense as of December 31, 2018 for all outstanding PSUs was $10.0 million and will be recognized over a weighted average period of 2.8 years.

The aggregate grant date fair value of the market-based awards was determined using a Monte Carlo simulation model. The Monte Carlo simulation model uses assumptions regarding random projections and must be repeated numerous times to achieve a probabilistic assessment. The key valuation assumptions for the Monte Carlo model are the forecast period, initial value, risk-free interest rate, volatility and correlation coefficients. The risk-free interest rate is the U.S. Treasury bond rate on the date of grant that corresponds to the total performance period. The initial value is the average of the volume weighted average prices for the 30 trading days prior to the start of the performance cycle for the Company and each of its peers. Volatility is the standard deviation of the average percentage change in stock price over a historical period for the Company and each of its peers. The correlation coefficients are measures of the strength of the linear relationship between and amongst the Company and its peers estimated based on historical stock price data.

The following assumptions were used for the Monte Carlo model to determine the grant date fair value and associated equity-based compensation expense of the PSUs granted during the periods presented:



	2018		2017		2016
Forecast period (years)	2 - 4		2 - 4		4
Risk-free interest rate	2.08% - 2.31%		1.18% - 1.66%		1.25	%
Oasis stock price volatility	72.88	%	17.16	%	59.38	%

Associated tax benefit. For the years ended December 31, 2018, 2017 and 2016, the Company had an associated tax benefit of $6.8 million, $6.3 million and $8.3 million, respectively, related to all equity-based compensation.

OMP phantom unit awards. The Company has granted OMP Phantom Unit Awards to employees under its Amended and Restated 2010 Long Term Incentive Plan in 2018, and under the OMP LTIP in 2017.

As of December 31, 2018, the aggregate number of common units that may be issued pursuant to any and all awards under the OMP LTIP is equal to 2,117,618 common units, subject to adjustment due to recapitalization or reorganization, or related to forfeitures or expiration of awards, as provided under the OMP LTIP. On January 1 of each calendar year following the adoption and prior to the expiration of the OMP LTIP, the total number of common units that may be issued pursuant to the OMP LTIP automatically increases by a number of common units equal to one percent of the number of common units outstanding on a fully diluted basis as of the close of business on the immediately preceding December 31 (calculated by adding to the number of common units outstanding, all outstanding securities convertible into common units on such date on an as converted basis). As a result of this adjustment, an additional 337,790 common units were reserved for issuance pursuant to awards under the OMP LTIP on January 1, 2019.

Each OMP Phantom Unit represents the right to receive, upon vesting of the award, a cash payment equal to the fair market value of one OMP common unit on the day prior to the date it vests (the “Vesting Date”). Award recipients are also entitled to Distribution Equivalent Rights (“DER”) with respect to each OMP Phantom Unit received. Each DER represents the right to receive, upon vesting of the award, a cash payment equal to the value of the distributions paid on one OMP common unit between the Grant Date and the applicable Vesting Date. The OMP Phantom Unit Awards vest in equal amounts each year over a three-year period, and compensation expense will be recognized over the requisite service period and is included in general and administrative expenses on the Company’s Consolidated Statements of Operations.

The OMP Phantom Unit Awards are accounted for as liability-classified awards since the awards will settle in cash, and equity-based compensation cost is accounted for under the fair value method in accordance with GAAP. Under the fair value method for liability-classified awards, compensation cost is remeasured each reporting period at fair value based upon the closing price of a publicly traded common unit. The Company will directly pay, or will reimburse OMP, for the cash settlement amount of these awards.

The following table summarizes information related to OMP Phantom Unit Awards held by certain employees of Oasis for the periods presented:



	Phantom Units		Weighted Average Grant Date Fair Value per Unit
Non-vested units outstanding December 31, 2017	99,100		$	16.40
Granted	87,480		23.91
Vested	(29,254	)	16.40
Forfeited	(14,237	)	17.86
Non-vested units outstanding December 31, 2018	143,089		$	20.85

Equity-based compensation expense recorded for the OMP Phantom Unit Awards for the years ended December 31, 2018 and 2017 was $0.5 million and $0.1 million, respectively. The Company did not record any equity-based compensation expenses related to the OMP Phantom Unit Awards for the year ended December 31, 2016 because these awards were first granted in the fourth quarter of 2017. The fair value of OMP Phantom Unit Awards vested was $0.6 million for the year ended December 31, 2018. No OMP Phantom Unit Awards vested during the years ended December 31, 2017 and 2016. For the years ended December 31, 2018 and 2017, the weighted average grant date fair value of OMP Phantom Unit Awards granted was $16.40 per unit for both periods. As of December 31, 2018, unrecognized compensation cost for all outstanding OMP Phantom Unit Awards was $2.1 million, which is expected to be recognized over a weighted average period of 2.3 years.

OMP restricted unit awards. OMP has granted to independent directors of the general partner restricted unit awards under the OMP LTIP, which vest over a one-year period. These awards are accounted for as equity-classified awards since the awards will settle in common units upon vesting. Equity-based compensation expense is accounted for under the fair value method in accordance with GAAP. Under the fair value method for equity-classified awards, equity-based compensation expense is measured at the grant date based on the fair value of the award and is recognized over the vesting period.

The following table summarizes information related to restricted units held by certain directors of OMP for the periods presented:



	Restricted Units		Weighted Average Grant Date Fair Value per Unit
Non-vested units outstanding December 31, 2017	11,766		$	17.00
Granted	17,260		17.55
Vested	(11,766	)	17.00
Forfeited	—		—
Non-vested units outstanding December 31, 2018	17,260		$	17.55

Equity-based compensation expense recorded for OMP restricted unit awards for the years ended December 31, 2018 and 2017 was $0.4 million and $0.1 million, respectively, and is included in general and administrative expenses on the Company’s Consolidated Statements of Operations. The Company did not record any equity-based compensation related to the OMP restricted unit awards during the year ended December 31, 2016 because these awards were first granted in the third quarter of 2017. The fair value of OMP restricted unit awards vested was $0.3 million for the year ended December 31, 2018. No OMP restricted unit awards vested during the years ended December 31, 2017 and 2016. The weighted average grant date fair value of OMP restricted unit awards granted was $17.55 per unit and $17.00 per unit for the years ended December 31, 2018 and 2017, respectively. Unrecognized expense as of December 31, 2018 for all outstanding OMP restricted unit awards was $0.1 million, and will be recognized over a weighted average period of 0.4 years.