v3.22.2.2
Non-controlling Interests
 9 Months Ended
Sep. 30, 2022
Noncontrolling Interest [Abstract]  
Non-controlling Interests Non-controlling Interests
Operating Partnership
Non-controlling interests include the Convertible Non-controlling Interests in the Operating Partnership owned by an affiliate of our Manager, our directors, and certain current and former Ellington employees and their related parties in the form of OP LTIP Units. Income allocated to Convertible Non-controlling Interests is based on the non-controlling interest owners' ownership percentage of the Operating Partnership during the period, calculated using a daily weighted average of all shares of common stock of the Company and Convertible Non-controlling Interests outstanding during the period. Holders of Convertible Non-controlling Interests are entitled to receive the same distributions that holders of shares of common stock of the Company receive. Convertible Non-controlling Interests are non-voting with respect to matters as to which holders of common stock of the Company are entitled to vote.
As of September 30, 2022, the Convertible Non-controlling Interests consisted of the outstanding 736,797 OP LTIP Units and 46,360 OP Units, and represented an interest of approximately 1.0% in the Operating Partnership. As of December 31, 2021, the Convertible Non-controlling Interests consisted of the outstanding 675,813 OP LTIP Units and 46,360 OP Units, and represented an interest of approximately 1.0% in the Operating Partnership. As of September 30, 2022 and December 31, 2021, non-controlling interests related to all outstanding Convertible Non-controlling Interests was $12.0 million and $13.4 million, respectively.
Joint Venture Interests
Non-controlling interests also include the interests of joint venture partners in various consolidated subsidiaries of the Company. These subsidiaries hold the Company's investments in certain commercial mortgage loans and REO. The joint venture partners participate in the income, expense, gains and losses of such subsidiaries as set forth in the related operating agreements of the subsidiaries. The joint venture partners make capital contributions to the subsidiaries as new approved investments are purchased by the subsidiaries, and are generally entitled to distributions when investments are sold or otherwise disposed of. As of September 30, 2022 and December 31, 2021, the joint venture partners' interests in subsidiaries of the Company were $13.3 million and $18.7 million, respectively.
The joint venture partners' interests are not convertible into shares of common stock of the Company or OP Units, nor are the joint venture partners entitled to receive distributions that holders of shares of common stock of the Company receive.
Share-based Payment Arrangement Long-Term Incentive Plan UnitsOP LTIP Units subject to the Company's incentive plans are generally exercisable by the holder at any time after vesting. Each OP LTIP Unit is convertible into an OP Unit on a one-for-one basis. Subject to certain conditions, the OP Units are redeemable by the holder for an equivalent number of shares of common stock of the Company or for the cash value of such shares of common stock, at the Company's election. Costs associated with the OP LTIP Units issued under the Company's incentive plans are measured as of the grant date and expensed ratably over the vesting period. Total expense associated with OP LTIP Units issued under the Company's incentive plans for the three-month periods ended September 30, 2022 and 2021
was $0.4 million and $0.2 million, respectively. Total expense associated with OP LTIP Units issued under the Company's incentive plans for the nine-month periods ended September 30, 2022 and 2021 was $1.0 million and $0.7 million, respectively.
On March 7, 2022, the Company's Board of Directors authorized the issuance of 40,254 OP LTIP Units to certain of Ellington's personnel dedicated to the Company pursuant to the Company's 2017 Equity Incentive Plan.
On September 13, 2022, the Company's Board of Directors authorized the issuance of 24,796 OP LTIP Units to certain of its directors pursuant to the Company's 2017 Equity Incentive Plan. These OP LTIP Units will vest and become non-forfeitable on September 12, 2023.
The below table details unvested OP LTIP Units as of September 30, 2022:
Grant RecipientNumber of OP LTIP Units GrantedGrant Date
Vesting Date(1)
Directors:
24,796 September 13, 2022September 12, 2023
Dedicated or partially dedicated personnel:
14,598 December 17, 2020December 17, 2022
13,534 March 3, 2021December 31, 2022
19,701 December 16, 2021December 16, 2022
15,789 December 16, 2021December 16, 2023
40,254 March 7, 2022December 31, 2023
Total unvested OP LTIP Units at September 30, 2022128,672 
(1)Date at which such OP LTIP Units will vest and become non-forfeitable.
The following tables summarize issuance and exercise activity of OP LTIP Units for the three- and nine-month periods ended September 30, 2022 and 2021:
Three-Month Period Ended
September 30, 2022September 30, 2021
ManagerDirector/
Employee		TotalManagerDirector/
Employee		Total
OP LTIP Units Outstanding
(6/30/2022 and 6/30/2021, respectively)
365,518 350,549 716,067 365,518 264,251 629,769 
Granted— 24,796 24,796 — 16,264 16,264 
Exercised— (4,066)(4,066)— (5,710)(5,710)
OP LTIP Units Outstanding (9/30/2022 and 9/30/2021, respectively)365,518 371,279 736,797 365,518 274,805 640,323 
OP LTIP Units Unvested and Outstanding (9/30/2022 and 9/30/2021, respectively)— 128,672 128,672 — 86,205 86,205 
OP LTIP Units Vested and Outstanding (9/30/2022 and 9/30/2021, respectively)365,518 242,607 608,125 365,518 188,600 554,118 
Nine-Month Period Ended
September 30, 2022September 30, 2021
ManagerDirector/
Employee		TotalManagerDirector/
Employee		Total
OP LTIP Units Outstanding
(12/31/2021 and 12/31/2020, respectively)
365,518 310,295 675,813 365,518 247,020 612,538 
Granted— 65,050 65,050 — 33,495 33,495 
Exercised— (4,066)(4,066)— (5,710)(5,710)
OP LTIP Units Outstanding (9/30/2022 and 9/30/2021, respectively)365,518 371,279 736,797 365,518 274,805 640,323 
OP LTIP Units Unvested and Outstanding (9/30/2022 and 9/30/2021, respectively)— 128,672 128,672 — 86,205 86,205 
OP LTIP Units Vested and Outstanding (9/30/2022 and 9/30/2021, respectively)365,518 242,607 608,125 365,518 188,600 554,118 
There were an aggregate of 1,542,257 and 1,626,401 shares of common stock of the Company underlying awards, including OP LTIP Units, available for future issuance under the Company's 2017 Equity Incentive Plan as of September 30, 2022 and December 31, 2021, respectively.