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Unit-Based Compensation Arrangements | 6 Months Ended
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Mar. 28, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] |
Unit-Based Compensation Arrangements |
1 2. | Unit-Based Compensation Arrangements
The Partnership recognizes compensation cost over the respective service period for employee services received in exchange for an award of equity, or equity-based compensation, based on the grant date fair value of the award. The Partnership measures liability awards under an equity-based payment arrangement based on remeasurement of the award’s fair value at the conclusion of each interim and annual reporting period until the date of settlement, taking into consideration the probability that the performance conditions will be satisfied. Restricted Unit Plans. On July 22, 2009, the Partnership adopted the Suburban Propane Partners, L.P. 2009 Restricted Unit Plan, as amended (the “2009 Restricted Unit Plan”), which authorizes the issuance of Common Units to executives, managers and other employees and members of the Board of Supervisors of the Partnership. The total number of Common Units authorized for issuance under the 2009 Restricted Unit Plan was 2,400,000 as of July 31, 2019, the date on which this plan expired. At the Partnership’s Tri-Annual Meeting held on May 15, 2018, the Unitholders approved the Partnership’s 2018 Restricted Unit Plan authorizing the issuance of up to 1,800,000 Common Units (the “2018 Restricted Unit Plan” and together with the 2009 Restricted Unit Plan, from which there are still unvested awards outstanding, the “Restricted Unit Plans”). Unless otherwise stipulated by the Compensation Committee of the Partnership’s Board of Supervisors on or before the grant date, 33.33% of all outstanding awards under the Restricted Unit Plans will vest on each of the first three anniversaries of the award grant date. Participants in the Restricted Unit Plans are not eligible to receive quarterly distributions on, or vote, their respective restricted units until vested. Restricted units cannot be sold or transferred prior to vesting. The value of each restricted unit is established by the market price of the Common Unit on the date of grant, net of estimated future distributions during the vesting period. Restricted units are subject to forfeiture in certain circumstances as defined in the Restricted Unit Plans. Compensation expense for the unvested awards is recognized ratably over the vesting periods and is net of estimated forfeitures. During the six months ended March 28, 2020, the Partnership awarded 471,111 restricted units under the Restricted Unit Plans at an aggregate grant date fair value of $8,567. The following is a summary of activity for the Restricted Unit Plans for the six months ended March 28, 2020:
|  |  |  |  |  | Weighted Average |
|  | Restricted |  |  | Grant Date Fair |
|  | Units |  |  | Value Per Unit |
Outstanding September 28, 2019 |  |  | 988,339 |  |  | $ | 18.12 |
Awarded |  |  | 471,111 |  |  |  | 18.19 |
Forfeited |  |  | (433 | ) |  |  | (17.06 | )
Vested (1) |  |  | (414,708 | ) |  |  | (19.46 | )
Outstanding March 28, 2020 |  |  | 1,044,309 |  |  | $ | 17.62 |
(1) | During fiscal 2020, the Partnership withheld 76,453 Common Units from participants for income tax withholding purposes for those executive officers of the Partnership whose shares of restricted units vested during the period.
As of March 28, 2020, unrecognized compensation cost related to unvested restricted units awarded under the Restricted Unit Plans amounted to $7,677. Compensation cost associated with unvested awards is expected to be recognized over a weighted-average period of 1 year. Compensation expense for the Restricted Unit Plans, net of forfeitures, for the three and six months ended March 28, 2020 was $2,260 and $4,822, respectively, and $3,554 and $6,575, for the three and six months ended March 30, 2019, respectively. Distribution Equivalent Rights Plan. On January 17, 2017, the Partnership adopted the Distribution Equivalent Rights Plan (the “DER Plan”), which gives the Compensation Committee of the Partnership’s Board of Supervisors discretion to award distribution equivalent rights (“DERs”) to executive officers of the Partnership. Once awarded, DERs entitle the grantee to a cash payment each time the Board of Supervisors declares a cash distribution on the Partnership’s Common Units, which cash payment will be equal to an amount calculated by multiplying the number of unvested restricted units which are held by the grantee on the record date of the distribution, by the amount of the declared distribution per Common Unit. Compensation expense recognized under the DER Plan for the three and six months ended March 28, 2020 was $301 and $605, respectively, and $264 and $520, for the three and six months ended March 30, 2019, respectively. Long-Term Incentive Plan. On August 6, 2013, the Partnership adopted the 2014 Long-Term Incentive Plan (“LTIP”). The LTIP is a non-qualified, unfunded, long-term incentive plan for executive officers and key employees that provides for payment, in the form of cash, of an award of equity-based compensation at the end of a three-year performance period. The level of compensation earned under the LTIP is based on the Partnership’s average distribution coverage ratio over the three-year measurement period. The Partnership’s average distribution coverage ratio is calculated as the Partnership’s average distributable cash flow, as defined by the LTIP, for each of the three years in the measurement period, subject to certain adjustments as set forth in the LTIP, divided by the amount of annualized cash distributions to be paid by the Partnership. As a result of the quarterly remeasurement of the liability for awards under the LTIP, compensation (income) expense recognized for the three and six months ended March 28, 2020 was $(3,276) and $(1,286), respectively, and $1,361 and $3,199, for the three and six months ended March 30, 2019, respectively. As of March 28, 2020 and September 28, 2019, the Partnership had a liability included within accrued employment and benefit costs (or other liabilities, as applicable) of $5,952 and $10,201, respectively, related to estimated future payments under the LTIP. In the first quarter of fiscal 2020, cash payouts totaling $2,963 were made relating to the fiscal 2017 award.

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