Share and Incentive-Based Compensation

6 Months Ended

Jun. 30, 2019

Share-based Payment Arrangement [Abstract]

Share-Based Compensation

Omnibus Incentive Plan. The Company's Omnibus Incentive Plan became effective in October 2016. The Omnibus Incentive Plan authorizes the issuance of up to 4.6 million shares of SandRidge common stock to eligible persons including non-employee directors of the Company, employees of the Company or any of its affiliates, and certain consultants and advisers to the Company or any of its affiliates. At June 30, 2019, the Company had restricted stock awards and an immaterial amount of performance share units and stock options outstanding under the Omnibus Incentive Plan. Vesting for certain restricted stock awards and performance share units was accelerated in connection with the departure of certain executives and reductions in force which occurred during the three and six-month periods ended June 30, 2019 and the six-month period ended June 30, 2018. Vesting for certain restricted stock awards, performance share units and performance units was accelerated in the second quarter of 2018 in connection with the change in the composition of the Board after the 2018 annual meeting.

Restricted Stock Awards. The 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. Outstanding restricted shares will generally vest over either a one-year period or three-year period. As of June 30, 2019, the Company had approximately 0.3 million unvested restricted shares outstanding at a weighted average grant date fair value of $13.56 per share, and unrecognized compensation cost related to these awards totaled $3.1 million. The remaining weighted average contractual period over which this compensation cost may be recognized is 1.7 years.

The following tables summarize share and incentive-based compensation for the three and six-month periods ended June 30, 2019, and 2018 (in thousands):


	Recurring Compensation Expense(1)		Executive Terminations(2)(3)		Reduction in Force(2)(3)		Accelerated Vesting(4)		Total
Three Months Ended June 30, 2019
Equity-classified awards:
Restricted stock awards	$	829	$	197	$	501	$	—	$	1,527
Performance share units	189		281		—		—		470
Stock options	193		—		—		—		193
Total share-based compensation expense	1,211		478		501		—		2,190



Less: Capitalized compensation expense	(62)		—		—		—		(62)
Share-based compensation expense, net	$	1,149	$	478	$	501	$	—	$	2,128

Three Months Ended June 30, 2018
Equity-classified awards:
Restricted stock awards	$	603	$	—	$	92	$	5,181	$	5,876
Performance share units	31		82		7		610		730
Total share-based compensation expense	634		82		99		5,791		6,606
Liability-classified awards:
Performance units	227		(216)		(31)		1,309		1,289
Total share and incentive-based compensation expense	861		(134)		68		7,100		7,895
Less: Capitalized compensation expense	(124)		—		—		(555)		(679)
Share and incentive-based compensation expense, net	$	737	$	(134)	$	68	$	6,545	$	7,216

____________________

1.Recorded in general and administrative expense in the accompanying consolidated statements of operations.

2.Recorded in employee termination benefits in the accompanying consolidated statements of operations.

3.Three-month period ended June 30, 2018, includes an adjustment to first quarter 2018 accrued share and incentive-based compensation to reflect actuals paid.

4.Recorded in accelerated vesting of employment compensation in the accompanying consolidated statements of

operations.


	Recurring Compensation Expense(1)		Executive Terminations(2)(3)		Reduction in Force(2)(3)		Accelerated Vesting(4)		Total
Six Months Ended June 30, 2019
Equity-classified awards:
Restricted stock awards	$	1,574	$	197	$	501	$	—	$	2,272
Performance share units	387		281		—		—		668
Stock options	323		—		—		—		323
Total share-based compensation expense	2,284		478		501		—		3,263



Less: Capitalized compensation expense	(139)		—		—		—		(139)
Share-based compensation expense, net	$	2,145	$	478	$	501	$	—	$	3,124

Six Months Ended June 30, 2018
Equity-classified awards:
Restricted stock awards	$	3,379	$	8,140	$	3,777	$	5,181	$	20,477
Performance share units	359		1,056		158		610		2,183
Total share-based compensation expense	3,738		9,196		3,935		5,791		22,660
Liability-classified awards:
Performance units	756		2,151		558		1,309		4,774
Total share and incentive-based compensation expense	4,494		11,347		4,493		7,100		27,434
Less: Capitalized compensation expense	(334)		—		—		(555)		(889)
Share and incentive-based compensation expense, net	$	4,160	$	11,347	$	4,493	$	6,545	$	26,545

____________________

1.Recorded in general and administrative expense in the accompanying consolidated statements of operations.

2.Recorded in employee termination benefits in the accompanying consolidated statements of operations.

3.Six-month period ended June 30, 2018, includes an adjustment to first quarter 2018 accrued share and incentive-based

compensation to reflect actuals paid.

4.Recorded in accelerated vesting of employment compensation in the accompanying consolidated statements of

operations.