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Stock-Based Compensation | 12 Months Ended
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Dec. 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] |
Stock-Based Compensation | Note 12. Stock-Based Compensation Omnibus Plan. In May 2017, the Company’s Board of Directors approved the Cars.com Inc. Omnibus Incentive Compensation Plan (the “Omnibus Plan”), which provides for the granting of stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares and other stock-based and cash-based awards. A maximum of 18 million common stock shares may be issued under the Omnibus Plan. As of December 31, 2019, there were 15.1 million common stock shares available for future grants. The Company issues new shares of CARS common stock for shares delivered under the Omnibus Plan. Prior to the Separation and distribution from TEGNA, certain CARS current and former employees received TEGNA restricted share units based on TEGNA common stock. Due to the spin-off from TEGNA, all outstanding TEGNA restricted share units held by certain CARS current and former employees following the Separation were converted into an award denominated in shares of CARS common stock, with the number of shares subject to the award adjusted in a manner intended to preserve the aggregate intrinsic value of the original TEGNA restricted share units award as measured immediately before and after the Separation. Stock-based compensation expense relates to awards issued in connection with and after the Separation. Information related to stock-based compensation expense is as follows (in thousands):
|  | Year Ended December 31, |
|  | 2019 |  |  | 2018 |  |  | 2017 |
Stock-based compensation expense |  | $ | 7,588 |  |  | $ | 9,423 |  |  | $ | 2,627 |
Income tax benefit related to stock-based compensation expense |  |  | 2,840 |  |  |  | 1,222 |  |  | 643 |
Information related to outstanding stock-based compensation awards as of December 31, 2019 for restricted share units (“RSUs”), performance share units (“PSUs”), and the Cars.com Employee Stock Purchase Plan (“ESPP”) is as follows (in thousands, except for weighted-average remaining period):
|  | Unearned Compensation |  |  | Weighted-Average Remaining Period (in years) |
RSUs |  | $ | 14,708 |  |  |  | 2.0 |
PSUs |  |  | 518 |  |  |  | 2.2 |
ESPP |  |  | 161 |  |  |  | 0.3 |
Total |  | $ | 15,387 |  |  |  | 2.0 |
Restricted Share Units. RSUs represent the right to receive unrestricted shares of the Company’s common stock at the time of vesting, subject to any restrictions as specified in the individual holder’s award agreement. RSU’s are subject to graded vesting, generally ranging between one and four years and the fair value of the RSUs is equal to the Company’s common stock price on the date of grant. RSU activity for the year ended December 31, 2019 is as follows (in thousands, except for weighted-average grant date fair value):
|  | Number of RSUs |  |  | Weighted-Average Grant Date Fair Value |
Outstanding as of December 31, 2018 |  |  | 769 |  |  | $ | 26.20 |
Granted |  |  | 582 |  |  |  | 23.51 |
Vested and delivered |  |  | (241 | ) |  |  | 26.00 |
Forfeited |  |  | (167 | ) |  |  | 25.23 |
Outstanding as of December 31, 2019 (1) |  |  | 943 |  |  |  | 24.68 |
(1) | The outstanding balance as of December 31, 2019 includes 81,000 RSUs that were vested, but not yet delivered.
The weighted-average grant-date fair value of RSUs granted during the years ended December 31, 2019 and 2018 was $23.51 and $26.63, respectively. The total grant-date fair value of RSUs that vested during the years ended December 31, 2019 and 2018 was $7.1 million and $3.7 million, respectively. Performance Share Units. PSUs represent the right to receive unrestricted shares of the Company’s common stock at the time of vesting, subject to any restrictions as specified in the individual holder’s award agreement. The fair value of the PSUs is equal to the Company’s common stock price on the date of grant. PSU activity for the year ended December 31, 2019 is as follows (in thousands, except for weighted-average grant date fair value):
|  | Number of PSUs |  |  | Weighted-Average Grant Date Fair Value |
Outstanding as of December 31, 2018 |  |  | 766 |  |  | $ | 27.37 |
Granted |  |  | 212 |  |  |  | 23.99 |
Vested and delivered |  |  | — |  |  |  | — |
Forfeited |  |  | (25 | ) |  |  | 26.27 |
Outstanding as of December 31, 2019 |  |  | 953 |  |  |  | 26.60 |
The PSUs granted during the years ended December 31, 2019 and the remaining PSUs granted during the year ended December 31, 2018 require continued employee service. The percentage of these PSUs that shall vest will range from 0% to 200% of the number of PSUs granted based on the Company’s future performance related to certain revenue and adjusted earnings before interest, income taxes, depreciation and amortization targets over a three-year performance period. These PSUs are subject to cliff vesting over three years. During the year ended December 31, 2018, the Company granted 632,000 to certain employees in connection with the DI Acquisition and require continued employee service. The percentage of PSUs that shall vest will range from 0% to 150% of the number of PSUs granted based on Dealer Inspire’s future performance related to certain revenue targets over a three-year performance period. These PSUs are subject to graded vesting over three years. Employee Stock Purchase Plan. On September 19, 2017, the Company’s Board of Directors approved the Cars.com Employee Stock Purchase Plan (the “ESPP”). Eligible employees may authorize payroll deductions of up to 10% of the employee’s base earnings with a maximum of $10,000 per every six-month offering period to purchase CARS common stock at a purchase price per share equal to 85% of the lower of (i) the closing market price per share of CARS at the beginning of the offering period or (ii) the closing market price per share at the end of the offering period. A maximum of three million shares are available for issuance under the ESPP. As of December 31, 2019, 2.8 million shares were available for issuance under the ESPP. The Company issued 0.1 million shares related to the ESPP for the years ended December 31, 2019 and 2018. The Company recorded $0.5 million and $0.4 million of stock-based compensation expense related to the ESPP for the years ended December 31, 2019 and 2018, respectively.

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