Stockholders’ Equity and Equity-Based Compensation

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Stockholders’ Equity and Equity-Based Compensation

Stockholders’ Equity

Common Stock

The Company issued approximately 143,000 and 207,000 shares of common stock during the three months ended March 31, 2022 and 2021, respectively, related to the exercise of stock options and the vesting of Restricted Stock Units.

Treasury Stock

In October 2015, the Company’s Board of Directors approved a share repurchase program, authorizing the Company to purchase up to $100 million of its common stock. In February 2017, the Company’s Board of Directors approved an increase to the share repurchase program, authorizing the Company to repurchase up to an additional $100 million of its outstanding common stock.

The Company expects to fund future repurchases, if any, through a combination of cash on hand, cash generated by operations and future financing transactions, if appropriate. Accordingly, the share repurchase program is subject to the Company having available cash to fund repurchases. Under the share repurchase program, management is authorized to purchase shares of the Company’s common stock from time to time through open market purchases or privately negotiated transactions at prevailing prices as permitted by securities laws and other legal requirements, and subject to market conditions and other factors.

During the three months ended March 31, 2022, the Company repurchased approximately 422,000 shares of its common stock at an average per share cost of $90.69. During the three months ended March 31, 2021, the Company did not repurchase any shares of its common stock under the share repurchase program. As of March 31, 2022, the Company had $34.6 million of remaining authorization for purchases under the share repurchase program.

Dividends

The Company declared and paid cash dividends of $0.24 per share of common stock, or $8.7 million, during the three months ended March 31, 2022, and $0.21 per share of common stock, or $7.6 million, during the three months ended March 31, 2021.

On April 19, 2022, the Company’s Board of Directors declared a quarterly cash dividend of $0.24 per share of outstanding common stock payable on June 16, 2022 to stockholders of record at the close of business on June 2, 2022. Future declarations of dividends are subject to the final determination of the Board of Directors, and will depend on, among other things, the Company’s future financial condition, results of operations, capital requirements, capital expenditure requirements, contractual restrictions, anticipated cash needs, business prospects, provisions of applicable law and other factors the Board of Directors may deem relevant.

Equity-Based Compensation

The Company recognizes stock-based compensation expense for all equity-based compensation awards, including employee Restricted Stock Units and Performance-based Restricted Stock Units (“PRSUs” and, collectively with Restricted Stock Units, “RSUs”) and stock options granted under the Company’s Amended and Restated 2012 Omnibus Equity Incentive Plan (the “2012 Plan”), based on the fair value of each award on the grant date.

The following table summarizes non-cash equity-based compensation expense, net of forfeitures, by financial statement line item included in the accompanying Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021 (in thousands):


	Three Months Ended March 31,
	2022		2021
Cost of revenue	$	78	$	164
Sales and marketing	928		467
Product development	1,781		1,229
General and administrative	5,039		6,350
Total	$	7,826	$	8,210

The following table summarizes non-cash equity-based compensation expense, net of forfeitures, by award type included in the accompanying Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021 (in thousands):


	Three Months Ended March 31,
	2022		2021
Stock options	$	175	$	175
RSUs	7,651		8,035



Total	$	7,826	$	8,210

Stock Option Awards

During the three months ended March 31, 2022, no options to purchase shares of its common stock were granted. As of March 31, 2022, there were approximately 333,000 options vested and exercisable with a weighted average exercise price of $34.68. As of March 31, 2022, the total unrecognized compensation expense related to non-vested options was approximately $0.7 million, which is expected to be recognized through 2023.

Restricted Stock Unit Awards

During the three months ended March 31, 2022, the Company had RSU grants, net of forfeitures, of approximately 116,000. As of March 31, 2022, there are approximately 1,035,000 non-vested RSUs outstanding with a weighted average grant-date fair value of $66.61. As of March 31, 2022, the total unrecognized non-cash equity-based compensation expense related to the non-vested RSUs was approximately $36.0 million, which is expected to be recognized through 2025.

During the three months ended March 31, 2022 and 2021, shares of common stock with an aggregate value of $10.6 million and $13.0 million were withheld upon vesting of RSUs and paid in connection with related remittance of employee withholding taxes to taxing authorities.

On April 1, 2022, the Company granted approximately 591,000 RSUs with a grant date fair value of $54.1 million.