Share Based Compensation

12 Months Ended

Dec. 31, 2019

Share-based Payment Arrangement [Abstract]

Omnibus Incentive Plan. The Omnibus Incentive Plan became effective on October 4, 2016 and 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, 2019, the Company had restricted stock awards and immaterial amounts of performance share units and stock options outstanding under the Omnibus Incentive Plan. Forfeitures for these awards are recognized as they occur.

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. Vesting for certain restricted stock awards was accelerated in connection with executive terminations and reductions in force in the first quarter of 2018 and second quarter of

2019. Additionally, certain restricted stock awards vested in June 2018 as a result of the accelerated vesting event related to the change in the composition of the Board resulting from the 2018 annual meeting discussed in Note 19. The Company granted additional restricted stock awards in the second half of 2018. Outstanding restricted shares at December 31, 2019 will generally vest over either a one-year period or three-year period with a remaining weighted average contractual period of 1.3 years and have an insignificant amount of associated unrecognized compensation cost.

The following table presents a summary of the Company’s unvested restricted stock awards:


	Number of Shares	Weighted- Average Grant Date Fair Value
	(In thousands)
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
Granted	370	$	16.00
Vested	(1,066)	$	22.63
Forfeited / Canceled	(44)	$	21.04
Unvested restricted shares outstanding at December 31, 2018	365	$	16.07
Granted	93	$	8.06
Vested (1)	(210)	$	16.29
Forfeited / Canceled	(15)	$	16.25
Unvested restricted shares outstanding at December 31, 2019	233	$	12.66

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(1) The aggregate intrinsic value of restricted stock that vested during 2019 was approximately $1.5 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. The vesting for certain performance share units was accelerated in connection with executive terminations and a reduction in force in the first quarter of 2018. All remaining units vested in June 2018 as a result of the accelerated vesting as discussed in Note 19 and were settled in shares of the Company's common stock with one share of common stock being issued per performance share unit. In September 2018, the Company granted an immaterial amount of additional performance share units. The following table presents a summary of the Company's performance share units:


	Number of Units	Fair Value per Unit at December 31, 2019
	(In thousands)
Unvested performance share units outstanding at December 31, 2016	—
Granted	199
Vested	—
Forfeited / Canceled	(16)
Unvested performance share units outstanding at December 31, 2017	183
Granted	111
Vested	(177)
Forfeited / Canceled	(6)
Unvested performance share units outstanding at December 31, 2018	111
Granted	—
Vested	(19)
Forfeited / Canceled	—
Unvested performance share units outstanding at December 31, 2019	92	$	20.41

Incentive-Based Compensation

Performance Units. In October 2016, the Company granted liability-classified awards in the form of performance units. The vesting for certain performance units was accelerated in connection with executive terminations and a reduction in force in the first quarter of 2018. All remaining units vested in June 2018 as a result of the accelerated vesting as discussed in Note 19 and were paid at the issuance value of $100 each. The value for previous vestings was determined by annual scorecard results. The following table presents a summary of the Company's performance units:


	Number of Units	Fair Value per Unit at December 31, 2018
	(In thousands)
Unvested performance units outstanding at December 31, 2016	87
Granted	—
Vested	(32)
Forfeited / Canceled	(6)
Unvested performance units outstanding at December 31, 2017	49
Granted	—
Vested	(48)
Forfeited / Canceled	(1)
Unvested performance units outstanding at December 31, 2018	—	$	—

The following tables summarize the Company's share and incentive-based compensation for the years ended December 31, 2019, 2018, and 2017 (in thousands):


	Recurring Compensation Expense(1)		Executive Terminations(2)		Reduction in Force(2)		Accelerated Vesting(3)		Total
Year Ended December 31, 2019
Equity-classified awards:
Restricted stock awards	$	2,526	$	197	$	500	$	—	$	3,223
Performance share units	282		281		—		—		563
Stock options	661		12		—		—		673
Total share-based compensation expense	3,469		490		500		—		4,459



Less: Capitalized compensation expense	(204)		—		—		—		(204)
Share and incentive-based compensation expense, net	$	3,265	$	490	$	500	$	—	$	4,255
Year Ended December 31, 2018
Equity-classified awards:
Restricted stock awards	$	4,735	$	8,140	$	3,777	$	5,181	$	21,833
Performance share units	619		1,056		158		610		2,443
Total share-based compensation expense	5,354		9,196		3,935		5,791		24,276
Liability-classified awards:
Performance units	756		2,151		558		1,309		4,774
Total share and incentive-based compensation expense	6,110		11,347		4,493		7,100		29,050
Less: Capitalized compensation expense	(482)		—		—		(555)		(1,037)
Share and incentive-based compensation expense, net	$	5,628	$	11,347	$	4,493	$	6,545	$	28,013
Year Ended December 31, 2017
Equity-classified awards:
Restricted stock awards	$	14,731	$	1,825	$	—	$	—	$	16,556
Performance share units	1,356		—		—		—		1,356
Total share-based compensation expense	16,087		1,825		—		—		17,912
Liability-classified awards:
Performance units	2,574		—		—		—		2,574
Total share and incentive-based compensation expense	18,661		1,825		—		—		20,486
Less: Capitalized compensation expense	(2,521)		—		—		—		(2,521)
Share and incentive-based compensation expense, net	$	16,140	$	1,825	$	—	$	—	$	17,965

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(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)Recorded in accelerated vesting of employment compensation in the accompanying consolidated statements of operations.