As discussed in Note 1, the Predecessor Company’s common stock was canceled and the Successor Company issued new Common Stock on the Emergence Date. Accordingly, the Predecessor Company's then existing share-based compensation awards were also canceled, which resulted in the recognition of $5.9 million in previously unamortized expense related to these awards on the date of cancellation. Share based compensation for the Predecessor and Successor periods are not comparable.

Omnibus Incentive Plan. The SandRidge Energy, Inc. 2016 Omnibus Incentive Plan (the “Omnibus Incentive Plan”) became effective on the Emergence Date after the cancellation of the Predecessor Company’s share-based compensation awards. The Omnibus Incentive Plan authorizes the issuance of up to 4.6 million shares of SandRidge Common Stock.

Persons eligible to receive awards under the Omnibus Incentive Plan include non-employee directors of the Company, employees of the Company or any of its affiliates, and certain consultants and advisors to the Company or any of its affiliates. The types of awards that may be granted under the Omnibus Incentive Plan include stock options, restricted stock, performance awards and other forms of awards granted or denominated in shares of Common Stock, as well as certain cash-based awards. At December 31, 2017, the Company had restricted stock awards, performance share units and performance units outstanding under the Omnibus Incentive Plan. Forfeitures for these awards are recognized as they occur.

Restricted Stock Awards. The Successor Company’s restricted stock awards are equity-classified awards and are valued based upon the market value of the Company’s Common Stock on the date of grant. During October 2016, awards for approximately 1.4 million shares of restricted stock were granted under the Omnibus Incentive Plan. These restricted shares will vest over a three-year period. In 2017, awards for approximately 0.7 million shares were granted, which will vest over a period of approximately 2.5 years.

The Successor Company recognized total share-based compensation expense related to its restricted stock awards of $16.6 million and $6.6 million, of which $2.0 million and $0.3 million were capitalized, for the year ended December 31, 2017 and the Successor 2016 Period, respectively. Share-based compensation expense for the year ended December 31, 2017, includes $1.8 million for the accelerated vesting of 0.1 million restricted common stock awards. Additionally, share-based compensation expense for the Successor 2016 Period includes $4.3 million for the accelerated vesting of 0.2 million restricted common stock awards related to the Successor Company’s reduction in workforce during the fourth quarter of 2016.



	Number of Shares		Weighted- Average Grant Date Fair Value
	(In thousands)
Unvested restricted shares outstanding at October 1, 2016	—		$	—
Granted	1,448		$	24.32
Vested	(14	)	$	24.32
Forfeited / Canceled	(27	)	$	24.32
Unvested restricted shares outstanding at December 31, 2016	1,407		$	24.32
Granted	671		$	19.97
Vested	(827	)	$	23.23
Forfeited / Canceled	(146	)	$	23.52
Unvested restricted shares outstanding at December 31, 2017	1,105		$	22.62

As of December 31, 2017, the Successor Company’s unrecognized compensation cost related to unvested restricted stock awards was $21.4 million. The remaining weighted-average contractual period over which this compensation cost may be recognized is 1.8 years. The aggregate intrinsic value of restricted stock that vested during 2017 was approximately $16.0 million based on the stock price at the time of vesting.

Performance Share Units. In February 2017, the Company granted equity-classified awards in the form of performance share units, which will vest upon completion of the stated performance period from January 1, 2017 through June 30, 2019. The performance share units will be settled in Common Stock with one share of Common Stock being issued per performance share unit up to a maximum of approximately 0.4 million shares of Common Stock, provided the required performance measures are met. The shares are valued based on the Company’s performance relative to certain performance and market conditions. For the year ended December 31, 2017, the Successor Company recognized total share-based compensation expense related to its performance share units of $1.4 million, of which $0.2 million was capitalized.

Performance Units. In October 2016, the Company granted liability-classified awards in the form of performance units, which will vest over a three-year period and will be settled in cash, provided the required performance measures are met. The performance units were issued at a value of $100 each and the value at vesting will be determined by annual scorecard results. At December 31, 2017, the liability related to performance units was $3.1 million. Additionally, the Successor Company recognized total incentive-based compensation expense related to its performance units of $2.6 million, of which $0.4 million was capitalized for the year ended December 31, 2017.

Restricted Common Stock Awards. The Predecessor Company’s restricted common stock awards generally vested over a four-year period, subject to certain conditions, and were valued based upon the market value of the common stock on the date of grant. The following table presents a summary of the Predecessor Company’s unvested restricted stock awards.



	Number of Shares		Weighted- Average Grant Date Fair Value
	(In thousands)
Unvested restricted shares outstanding at December 31, 2014	8,556		$	6.39
Granted	2,928		$	0.88
Vested	(5,186	)	$	4.95
Forfeited / Canceled	(672	)	$	6.38
Unvested restricted shares outstanding at December 31, 2015	5,626		$	4.85
Granted	—		$	—
Vested	(3,034	)	$	5.34
Forfeited / Canceled	(2,592	)	$	4.31
Predecessor ending unvested restricted shares at October 1, 2016	—		$	—