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Equity-Based Compensation
6 Months Ended
Jun. 30, 2022
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Equity-Based Compensation

15.

Equity-Based Compensation

Equity Incentive Plans

The Company issues stock-based awards, including stock options, restricted stock and restricted stock units, to certain officers, employees and non-employee directors under the Acadia Healthcare Company, Inc. Incentive Compensation Plan (the “Equity Incentive Plan”). At June 30, 2022, a maximum of 12,700,000 shares of the Company’s common stock were authorized for issuance as stock options, restricted stock and restricted stock units or other share-based compensation under the Equity Incentive Plan, of which 3,110,264 were available for future grant. Stock options may be granted for terms of up to 10 years. The Company recognizes expense on all share-based awards on a straight-line basis over the requisite service period of the entire award. Grants to employees generally vest in annual increments of 25% each year, commencing one year after the date of grant. The exercise prices of stock options are equal to the most recent closing price of the Company’s common stock on the most recent trading date prior to the date of grant.

The Company recognized $6.6 million and $9.0 million in equity-based compensation expense for the three months ended June 30, 2022 and 2021 and $14.5 million and $16.1 million for the six months ended June 30, 2022 and 2021, respectively. At June 30, 2022, there was $71.2 million of unrecognized compensation expense related to unvested options, restricted stock and restricted stock units, which is expected to be recognized over the remaining weighted average vesting period of 1.5 years.

The Company recognized a deferred income tax benefit of $1.9 million and $2.3 million for the three months ended June 30, 2022 and 2021, respectively, related to equity-based compensation expense. The Company recognized a deferred income tax benefit of $3.9 million and $4.1 million for the six months ended June 30, 2022 and 2021.

Stock Options

Stock option activity during 2021 and 2022 was as follows:

 

 

 

Number

of

Options

 

 

Weighted

Average

Exercise Price

 

 

Weighted

Average

Remaining

Contractual

Term (in years)

 

 

Aggregate

Intrinsic

Value (in thousands)

 

Options outstanding at January 1, 2021

 

 

1,510,306

 

 

$

37.56

 

 

 

7.35

 

 

$

1,414

 

Options granted

 

 

324,320

 

 

 

57.53

 

 

 

9.31

 

 

 

851

 

Options exercised

 

 

(558,322

)

 

 

39.45

 

 

N/A

 

 

 

11,118

 

Options cancelled

 

 

(170,235

)

 

 

40.08

 

 

N/A

 

 

N/A

 

Options outstanding at December 31, 2021

 

 

1,106,069

 

 

 

42.07

 

 

 

7.49

 

 

 

19,988

 

Options granted

 

 

310,320

 

 

 

53.87

 

 

 

9.67

 

 

 

3,157

 

Options exercised

 

 

(179,811

)

 

 

38.40

 

 

N/A

 

 

 

4,963

 

Options cancelled

 

 

(96,165

)

 

 

46.30

 

 

N/A

 

 

N/A

 

Options outstanding at June 30, 2022

 

 

1,140,413

 

 

$

45.51

 

 

 

7.74

 

 

$

21,112

 

Options exercisable at December 31, 2021

 

 

324,409

 

 

$

43.24

 

 

 

5.48

 

 

$

5,575

 

Options exercisable at June 30, 2022

 

 

387,978

 

 

$

42.30

 

 

 

5.97

 

 

$

8,453

 

 

Fair values are estimated using the Black-Scholes option pricing model. The following table summarizes the grant-date fair value of options and the assumptions used to develop the fair value estimates for options granted during the six months ended June 30, 2022 and year ended December 31, 2021:

 

 

 

June 30,

2022

 

 

December 31,

2021

 

Weighted average grant-date fair value of options

 

$

19.77

 

 

$

20.64

 

Risk-free interest rate

 

 

1.9

%

 

 

0.9

%

Expected volatility

 

 

39

%

 

 

40

%

Expected life (in years)

 

 

5.0

 

 

 

5.0

 

 

The Company’s estimate of expected volatility for stock options is based upon the volatility of its stock price over the expected life of the award. The risk-free interest rate is the approximate yield on U.S. Treasury Strips having a life equal to the expected option life on the date of grant. The expected life is an estimate of the number of years an option will be held before it is exercised.

Other Stock-Based Awards

Restricted stock activity during 2021 and 2022 was as follows:

 

 

 

Number of

Shares

 

 

Weighted

Average

Grant-Date

Fair Value

 

Unvested at January 1, 2021

 

 

1,022,996

 

 

$

28.41

 

Granted

 

 

352,430

 

 

 

58.32

 

Cancelled

 

 

(82,751

)

 

 

39.63

 

Vested

 

 

(366,048

)

 

 

30.81

 

Unvested at December 31, 2021

 

 

926,627

 

 

$

37.84

 

Granted

 

 

554,618

 

 

 

62.08

 

Cancelled

 

 

(81,250

)

 

 

46.53

 

Vested

 

 

(340,499

)

 

 

31.46

 

Unvested at June 30, 2022

 

 

1,059,496

 

 

$

51.91

 

 

 

Restricted stock unit activity during 2021 and 2022 was as follows:

 

 

 

Number of

Units

 

 

Weighted

Average

Grant-Date

Fair Value

 

Unvested at January 1, 2021

 

 

1,073,062

 

 

$

20.15

 

Granted

 

 

149,416

 

 

 

61.52

 

Performance adjustment

 

 

465,993

 

 

 

25.49

 

Cancelled

 

 

 

 

 

 

Vested

 

 

(184,051

)

 

 

42.30

 

Unvested at December 31, 2021

 

 

1,504,420

 

 

$

23.20

 

Granted

 

 

105,311

 

 

 

73.96

 

Performance adjustment

 

 

125,384

 

 

 

31.39

 

Cancelled

 

 

 

 

 

 

Vested

 

 

(518,474

)

 

 

43.16

 

Unvested at June 30, 2022

 

 

1,216,641

 

 

$

19.94

 

 

Restricted stock awards are time-based vesting awards that vest over a period of three or four years and are subject to continuing service of the employee or non-employee director over the ratable vesting periods. The fair values of the restricted stock awards were determined based on the closing price of the Company’s common stock on the trading date immediately prior to the grant date.

Restricted stock units are granted to employees and are subject to Company performance compared to pre-established targets. In addition to Company performance, these performance-based restricted stock units are subject to the continuing service of the employee during the three-year period covered by the awards. The performance condition for the restricted stock units is based on the Company’s achievement of annually established targets for diluted earnings per share. The number of shares issuable at the end of the applicable vesting period of restricted stock units ranges from 0% to 200% of the targeted units based on the Company’s actual performance compared to the targets.

The fair values of restricted stock units were determined based on the closing price of the Company’s common stock on the trading date immediately prior to the grant date for units subject to performance conditions.