Stock-Based Compensation

Calpine Equity Incentive Plans

Prior to the effective date of the Merger on March 8, 2018, the Calpine Equity Incentive Plans provided for the issuance of equity awards to all non-union employees as well as the non-employee members of our Board of Directors. Subsequent to the merger, we do not issue share-based awards.

As a result of the Merger, the outstanding share-based awards were treated as follows during the first quarter of 2018:


•	all restricted stock and restricted stock units were vested and canceled and the holders received a cash payment equal to a share price of $15.25 per share less any applicable withholding taxes;


•	all vested and unvested stock options were vested (in the case of unvested stock options) and canceled and the holders of the stock options received a cash payment equal to the intrinsic value based on a share price of $15.25 per share less any applicable withholding taxes; and


•	all Performance Share Units (“PSUs”), including the PSUs awarded in 2015 for the measurement period of January 1, 2015 through December 31, 2017, were vested and canceled in exchange for a cash payment with the payout value based on the greater of target value or actual performance over the truncated period using a share price of $15.25 per share less any applicable withholding taxes.

The amount of cash transferred to repurchase the share-based awards associated with our equity classified share-based awards totaled $79 million and was recorded to additional paid-in capital on our Consolidated Balance Sheet for the year ended December 31, 2018. The amount of unrecognized compensation related to our equity classified share-based awards that we recognized in connection with the shortened service period associated with the completion of the Merger was $35 million for the year ended December 31, 2018, which did not include any incremental compensation cost as the amount paid did not exceed the fair value of the equity classified share-based awards at the effective time of the Merger. The total stock-based compensation expense for our equity classified share-based awards was $41 million and $36 million for the years ended December 31, 2018 and 2017, respectively.

The amount of cash transferred to repurchase the share-based awards associated with our liability classified share-based awards totaled $25 million and was recorded to the associated liability in other long-term liabilities on our Consolidated Balance Sheet for the year ended December 31, 2018. The amount of unrecognized compensation related to our liability classified share-based awards that we recognized in connection with the shortened implied service period associated with the completion of the Merger was $16 million for the year ended December 31, 2018. The total stock-based compensation expense for our liability classified share-based awards was $16 million and $6 million for the years ended December 31, 2018 and 2017, respectively.

The total intrinsic value of our employee stock options exercised was $11 million and nil for the years ended December 31, 2018 and 2017, respectively. The total cash proceeds received from our employee stock options exercised was nil for each of the years ended December 31, 2018 and 2017, respectively.

The total fair value of our restricted stock and restricted stock units that vested during the years ended December 31, 2018 and 2017 was approximately $88 million and $23 million, respectively.