Legacy SmartRent’s board of directors adopted, and its stockholders approved, the SmartRent.com, Inc. 2018 Stock Plan (the “2018 Stock Plan”), effective March 2018. The purpose of the 2018 Stock Plan was to advance the interests of Legacy SmartRent and its stockholders by providing an incentive to attract, retain and reward persons performing services for Legacy SmartRent and by motivating such persons to contribute to the growth and profitability of Legacy SmartRent. The 2018 Stock Plan seeks to achieve this purpose by providing awards in the form of stock options and restricted stock purchase rights. Awards granted as stock options under the 2018 Stock Plan generally expire no later than ten years from the date of grant and become vested and exercisable over a four-year period. All options are subject to certain provisions that may impact these vesting schedules.

In April 2021, the board of directors of Legacy SmartRent executed a unanimous written consent to provide an additional incentive to certain employees of Legacy SmartRent by amending the 2018 Stock Plan to allow for the issuance of RSUs and granted a total of 1,533 RSUs to certain employees which vest over four years. The estimated fair value for each RSU issued was approximately $21.55 per share and the total stock-based compensation expense to be amortized over the vesting period is $33,033. Effective upon the Business Combination in August 2021, the 2018 Stock Plan was replaced by the 2021 Plan. The 2018 Stock Plan continues to govern the terms and conditions of the outstanding awards previously granted thereunder. No new awards will be granted out of the 2018 Stock Plan.

In connection with the Business Combination, the Board approved and implemented the SmartRent, Inc. 2021 Plan. The purpose of the 2021 Plan is to enhance the Company's ability to attract, retain and motivate persons who make, or are expected to make, important contributions to the Company by providing these individuals with equity ownership opportunities and equity-linked compensation opportunities.

The 2021 Plan authorizes the administrator of the 2021 Plan (generally, the Board or its compensation committee) to provide incentive compensation in the form of stock options, restricted stock and stock units, performance shares and units, other stock-based awards and cash-based awards. Under the 2021 Plan, the Company is authorized to issue up to 15,500 shares of common stock. Non-employee board member RSUs generally will vest either over one year or three years. The RSUs and options granted to employees are generally subject to a four-year vesting schedule and all vesting generally shall be subject to the recipient’s continued employment with the Company or its subsidiaries through the applicable vesting dates.

The table below summarizes the activity pursuant to the 2021 Plan, for the years ended December 31, 2023, 2022, and the shares available for future issuances as of December 31, 2023, 2022 and 2021.


	Shares Available for Future Issuance
Shares available as of December 31, 2021		15,074
Stock options issued, net		(175	)
RSUs issued, net		(2,045	)
Shares available as of December 31, 2022		12,854
Stock options issued, net		(2,704	)
RSUs issued, net		(1,840	)
Shares available as of December 31, 2023		8,310

The table below summarizes the activity related to stock options, pursuant to the 2018 Plan and 2021 Plan, for the years ended December 31, 2023 and 2022.


	Options Outstanding
	Number of Options			Weighted- Average Exercise Price ($ per share)		Weighted Average Remaining Contractual Life (years)		Aggregate Intrinsic Value
December 31, 2021		10,457		$	0.51		7.96	$	95,935
Granted		175		$	9.58
Exercised		(465	)	$	0.47
Forfeited		(496	)	$	0.47
December 31, 2022		9,671		$	0.67		6.99	$	18,234
Granted		3,299		$	2.84
Exercised		(3,035	)	$	0.47
Forfeited		(777	)	$	4.31
December 31, 2023		9,158		$	1.21		6.81	$	18,112
Exercisable options as of December 31, 2023		5,940		$	0.52		6.03	$	15,866

During the years ended December 31, 2023, 2022 and 2021, stock-based compensation expense of $1,654, $662 and $906, respectively, was recognized in connection with the outstanding options. As of December 31, 2023, there is $4,457 of unrecognized compensation expense related to stock options, which is expected to be recognized over a weighted-average period of 3.0 years.

The table below summarizes the activity related to RSUs, pursuant to the 2018 Plan and 2021 Plan, for the years ended December 31, 2023 and 2022.


	Restricted Stock Units
	Number of Restricted Stock Units			Weighted Average Grant Date Fair Value (per share)
December 31, 2021		7,671		$	4.98
Granted		2,047		$	6.63
Vested or distributed		(3,026	)	$	4.88
Forfeited		(1,199	)	$	5.06
December 31, 2022		5,493		$	5.43
Granted		2,718		$	2.94
Vested or distributed		(2,260	)	$	5.55
Forfeited		(1,490	)	$	4.27
December 31, 2023		4,461		$	4.24

No right to any Common Stock is earned or accrued until such time that vesting occurs, nor does the grant of the RSU award confer any right to continue vesting or employment. Compensation expense associated with the unvested RSUs is recognized on a straight-line basis over the vesting period.

During the years ended December 31, 2023, 2022 and 2021 respectively, stock-based compensation expense of $11,273, $11,955 and $6,413 was recognized in connection with the vesting of all RSUs. As of December 31, 2023, there is $16,623 of unrecognized compensation expense related to restricted stock units, which is expected to be recognized over a weighted-average period of 1.1 years.

The Company has the ability to initially issue up to 2,000 shares of Common Stock under the ESPP, subject to annual increases effective as of January 1, 2022, and each subsequent January 1 through and including January 1, 2030, in an amount equal to the smallest of (i) 1% of the number of shares of the Common Stock outstanding as of the immediately preceding December 31, (ii) 2,000 shares or (iii) such amount, if any, as the Board may determine.

The table below summarizes the activity related to the ESPP for the years ended December 31, 2023 and 2022.


	Shares Available
December 31, 2021		2,000
Annual additions to the plan		1,939
Shares purchased		(208	)
December 31, 2022		3,731
Annual additions to the plan		1,985
Shares purchased		(314	)
December 31, 2023		5,402

The ESPP allows employees to purchase shares of the Company's Class A Common Stock at 85 percent of its quoted market price. During the years ended December 31, 2023 and 2022, stock-based compensation expense of $235 and $288, respectively, was recognized in connection with the ESPP. No expense related to the ESPP was recognized during the year ended December 31, 2021.

The fair value of stock option grants is estimated by the Company on the date of grant using the Black Scholes-Merton option pricing model with the following weighted-average assumptions for the years ended December 31, 2023 and 2022. During the years ended December 31, 2023 and 2022, there were options granted covering 3,299 and 175 shares, respectively. There were no options granted during the year ended December 31, 2021.


	For the years ended December 31,
	2023	2022
Risk free interest	3.55% - 4.32%	1.47%
Dividend yield	0.00%	0.00%
Expected volatility	75.00%	58.80%
Expected life (years)	6.08 - 6.25		6.08

The Company recorded stock-based compensation expense as follows.


	For the years ended December 31,
	2023		2022		2021
Cost of revenue	$	1,026	$	-	$	-
Research and development		3,664		3,668		2,340
Sales and marketing		635		1,396		1,379
General and administrative		7,946		8,652		4,412
Total	$	13,271	$	13,716	$	8,131

During the years ended December 31, 2023, 2022 and 2021, stock-based compensation expense of $109, $811 and $812, respectively, was recognized for 844 shares granted in connection with the Company's February 2020 acquisition of a foreign supplier and are recorded as a component of general and administrative expense.