| Share-based Compensation |
Share-based Compensation
Our share-based compensation expense primarily relates to the share-based incentive awards issued by Liberty Global to its employees and employees of its subsidiaries. A summary of our aggregate share-based compensation expense is set forth below: | | | | | | | | | | | | | | | | | | Three months ended June 30, | | Six months ended
June 30, | | 2018 | | 2017 | | 2018 | | 2017 | | in millions | Liberty Global: | | | | | | | | Performance-based incentive awards (a) | $ | 8.0 |
| | $ | 19.1 |
| | $ | 16.7 |
| | $ | 19.8 |
| Non-performance based share-based incentive awards | 24.3 |
| | 24.6 |
| | 46.3 |
| | 46.3 |
| Other (b) | 13.4 |
| | — |
| | 20.5 |
| | — |
| Total Liberty Global | 45.7 |
| | 43.7 |
| | 83.5 |
| | 66.1 |
| Other | (0.2 | ) | | 7.7 |
| | 4.7 |
| | 14.2 |
| Total | $ | 45.5 |
| | $ | 51.4 |
| | $ | 88.2 |
| | $ | 80.3 |
| Included in: | | | | | | | | Other operating expense | $ | — |
| | $ | 0.9 |
| | $ | 1.0 |
| | $ | 1.9 |
| SG&A expense | 45.5 |
| | 50.5 |
| | 87.2 |
| | 78.4 |
| Total | $ | 45.5 |
| | $ | 51.4 |
| | $ | 88.2 |
| | $ | 80.3 |
|
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| | (a) | Includes share-based compensation expense related to (i) performance-based restricted share units (PSUs) and (ii) through March 31, 2017, performance grant units (PGUs) held by our Chief Executive Officer. |
| | (b) | Represents annual incentive compensation and defined contribution plan liabilities that have been or are expected to be settled with Liberty Global ordinary shares. In the case of the annual incentive compensation, shares will be issued to senior management and key employees pursuant to a shareholding incentive program that was implemented in 2018. The shareholding incentive program allows these employees to elect to receive up to 100% of their annual incentive compensation in ordinary shares of Liberty Global in lieu of cash. |
The following table provides the aggregate number of options and share appreciation rights (SARs) with respect to awards issued by Liberty Global that were (i) outstanding and (ii) exercisable as of June 30, 2018. | | | | | | | | | | | | | | | | Class A | | Class C | | Number of shares underlying awards | | Weighted Average exercise or base price | | Number of shares underlying awards | | Weighted Average exercise or base price | Held by Liberty Global employees: | | | | | | | | Outstanding | 16,106,261 |
| | $ | 32.28 |
| | 37,449,896 |
| | $ | 30.38 |
| Exercisable | 9,311,226 |
| | $ | 31.85 |
| | 22,890,732 |
| | $ | 29.65 |
| | | | | | | | | Held by former Liberty Global employees: | | | | | | | | Outstanding | 1,202,625 |
| | $ | 32.72 |
| | 2,825,949 |
| | $ | 30.54 |
| Exercisable | 952,952 |
| | $ | 31.91 |
| | 2,325,227 |
| | $ | 29.64 |
|
The following table provides the aggregate number of restricted share units (RSUs) and PSUs that were outstanding as of June 30, 2018: | | | | | | | | Class A | | Class C | Held by Liberty Global employees: | | | | RSUs | 640,075 |
| | 1,265,060 |
| PSUs | 1,771,830 |
| | 3,548,966 |
| Held by former Liberty Global employees: | | | | RSUs | 13,719 |
| | 27,501 |
| PSUs | 172,971 |
| | 346,299 |
|
2018 PSUs
In March and May 2018, the compensation committee of our board of directors approved the grant of an aggregate 1,114,280 and 2,228,560 Class A and Class C PSUs, respectively, to executive officers and key employees (the 2018 PSUs) pursuant to a performance plan that is based on the achievement of a specified compound annual growth rate (CAGR) with respect to our Adjusted OIBDA (as defined in note 16) during the two-year period ending December 31, 2019. The 2018 PSUs include over- and under-performance payout opportunities should the Adjusted OIBDA CAGR exceed or fail to meet the target, as applicable. A performance range of 50% to 125% of the target Adjusted OIBDA CAGR will generally result in award recipients earning 50% to 150% of their target 2018 PSUs, subject to reduction or forfeiture based on individual performance. The earned 2018 PSUs will vest 50% on April 1, 2020 and 50% on October 1, 2020. As of June 30, 2018, the target Adjusted OIBDA CAGR has not been yet been determined. Accordingly, no share-based compensation expense has been recognized related to the 2018 PSUs and the table above does not include the 2018 PSUs.
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