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COMMON UNIT-BASED COMPENSATION PLANS

12 Months Ended

Dec. 31, 2024

COMMON UNIT-BASED COMPENSATION PLANS

COMMON UNIT-BASED COMPENSATION PLANS

18.COMMON UNIT-BASED COMPENSATION PLANS

Long-Term Incentive Plan

A summary of non-vested LTIP grants of restricted units is as follows:


		Number of units		Weighted average grant date fair value per unit			Intrinsic value
							(in thousands)

Non-vested grants at January 1, 2022		3,130,475		$	5.59		$	39,569
Granted (1)		769,907			14.65
Forfeited		(203,249)			6.93
Non-vested grants at December 31, 2022		3,697,133			7.40			75,126
Granted (1)		450,125			21.54
Vested (2)		(1,291,330)			5.02
Forfeited		(145,584)			6.86
Non-vested grants at December 31, 2023		2,710,344			10.91			57,405
Granted (1)		455,574			19.69
Vested (2)		(1,582,422)			6.53
Forfeited		(124,932)			20.37
Non-vested grants at December 31, 2024		1,458,564			17.60			38,346

(1)	Restricted units granted have certain minimum-value guarantees per unit, regardless of whether the awards vest.

(2)	During the years ended December 31, 2024 and 2023, we issued 936,544 and 860,060 unrestricted common units, respectively, to the LTIP participants. The remaining vested units were settled in cash to satisfy tax withholding obligations.

For the years ended December 31, 2024, 2023 and 2022, our LTIP expense for grants of restricted units was $8.3 million, $10.4 million and $9.4 million, respectively. The total obligation associated with LTIP grants of restricted units as of December 31, 2024 and 2023 was $16.9 million and $19.5 million, respectively, and is included in the partners’ capital Limited partners-common unitholders line item in our consolidated balance sheets. As of December 31, 2024, there was $8.8 million in total unrecognized compensation expense related to the non-vested LTIP restricted unit grants that are expected to vest. That expense is expected to be recognized over a weighted-average period of 1.5 years.

On January 28, 2025, the Compensation Committee authorized additional grants of 354,261 restricted units, of which 341,137 units were granted. These restricted units have certain minimum-value guarantees, regardless of whether the awards vest.

Supplemental Executive Retirement Plan and Directors’ Deferred Compensation Plan

A summary of SERP and Directors’ Deferred Compensation Plan activity is as follows:


		Number of units		Weighted average fair value per unit			Intrinsic value
							(in thousands)

Phantom units outstanding as of January 1, 2022		668,698		$	20.37		$	8,452
Granted		73,842			19.44
Phantom units outstanding as of December 31, 2022		742,540			20.28			15,088
Granted		118,737			20.46
Settled (1)		(49,331)			20.27
Phantom units outstanding as of December 31, 2023		811,946			20.44			17,197
Granted		100,757			22.85
Settled (1) (2)		(912,703)			26.37
Phantom units outstanding as of December 31, 2024		—

(1)	During the years ended December 31, 2024 and 2023, we purchased 54,152 and 27,576 ARLP common units, respectively, on the open market to settle the accounts of participants under the SERP. Units purchased were net of units settled in cash to satisfy tax withholding obligations.

(2)	On December 16, 2024, the SERP and Directors’ Deferred Compensation Plan were terminated, and final distributions of applicable plan accounts were settled in cash.

Total SERP and Directors’ Deferred Compensation Plan expense was $2.3 million, $2.4 million and $1.4 million for the years ended December 31, 2024, 2023 and 2022, respectively. As of December 31, 2024, we did not have an obligation associated with the SERP and Directors’ Deferred Compensation Plan as a result of the termination and settlement of the plans in December 2024. As of December 31, 2023, the total obligation associated with the SERP and Directors’ Deferred Compensation Plan was $16.6 million and is included in the partners’ capital Limited partners-common unitholders line item in our consolidated balance sheets.