Quarterly report [Sections 13 or 15(d)]

Equity-Based Compensation (Tables)

v3.25.3
Equity-Based Compensation (Tables)
 9 Months Ended
Sep. 30, 2025
Share-Based Payment Arrangement [Abstract]  
Nonvested Stock Units Activity
Nine Months Ended September 30, 2025
Restricted Stock
Weighted Average
Grant Date
Fair Value
Restricted
Common Units
Weighted Average
Grant Date
Fair Value
Unvested at beginning of period
413,820
$21.15
135,991
$23.84
Granted
—
—
—
—
Vested
(401,928)
21.15
(115,684)
23.84
Forfeited
(1,233)
21.15
—
—
Unvested at end of period
10,659
$21.15
20,307
$23.84
Nine Months Ended September 30, 2025
IPO RSUs
Incentive RSUs
Restricted
Stock Units
Weighted Average
Grant Date
Fair Value
Restricted
Stock Units
Weighted Average
Grant Date
Fair Value
Unvested at beginning of period
2,699,966
$23.14
2,374,687
$43.33
Granted
—
—
623,300
66.63
Vested
(582,659)
22.84
(440,840)
40.98
Forfeited
(33,093)
23.34
(53,423)
50.00
Unvested at end of period
2,084,214
$23.22
2,503,724
$49.40
Nine Months Ended September 30, 2025
IPO RLUs
Incentive RLUs
Restricted
LLC Units
Weighted Average
Grant Date
Fair Value
Restricted
LLC Units
Weighted Average
Grant Date
Fair Value
Unvested at beginning of period
1,293,538
$25.10
686,712
$44.30
Granted
—
—
—
—
Vested
(154,592)
25.05
(48,064)
36.44
Forfeited
—
—
—
—
Unvested at end of period
1,138,946
$25.10
638,648
$44.89
Nine Months Ended September 30, 2025
PSUs
PLUs
Performance
Stock Units
Weighted Average
Grant Date
Fair Value
Performance
LLC Units
Weighted Average
Grant Date
Fair Value
Unvested at beginning of period
366,996
$27.99
487,218
$24.40
Granted
1,367,329
27.46
—
—
Vested
—
—
—
—
Forfeited
(31,361)
25.09
—
—
Unvested at end of period
1,702,964
$27.62
487,218
$24.40
Stock Options Outstanding
Nine Months Ended September 30, 2025
Reload
Options1
Staking
Options1
Incentive
Options
Incentive Options
Weighted Average
Exercise Price
Outstanding at beginning of period
3,870,764
66,667
281,652
$43.97
Granted
—
—
—
—
Exercised
(401,680)
—
(8,295)
34.39
Forfeited
(17,816)
—
(1,406)
34.39
Outstanding at end of period
3,451,268
66,667
271,951
$44.31
1As the Reload and Staking Options were one-time grants at the IPO, the weighted average exercise price for any
movements in these awards will perpetually be $23.50. As such, the values are not presented in the table above.
Nine Months Ended September 30, 2025
Reload Class C
Incentive Units
Staking Class C
Incentive Units
Class C
Incentive Units
Class C Incentive
Units Weighted
Average
Participation
Threshold
Unvested at beginning of period
952,595
1,605,003
495,822
$36.80
Granted
—
—
—
—
Vested
(476,293)
(271,667)
(45,000)
34.13
Forfeited
—
—
—
—
Unvested at end of period
476,302
1,333,336
450,822
$36.91
Aggregate Intrinsic Values and Weighted Average Remaining Contractual Terms of Stock Options Outstanding and Exercisable The aggregate intrinsic values and weighted average remaining contractual terms of Stock Options
outstanding and exercisable as of September 30, 2025, were as follows:
Aggregate intrinsic value ($ in thousands):
Reload Options outstanding
$113,409
Reload Options exercisable
75,590
Staking Options outstanding
2,191
Staking Options exercisable
438
Incentive Options outstanding
3,276
Incentive Options exercisable
878
Weighted-average remaining contractual term (in years):
Reload Options outstanding
5.6
Reload Options exercisable
5.6
Staking Options outstanding
4.1
Staking Options exercisable
0.8
Incentive Options outstanding
4.8
Incentive Options exercisable
4.2
Performance-Based Awards, Valuation Assumptions The fair values of the performance-based awards granted during the nine months ended September 30, 2025, were
determined using the Monte Carlo simulation valuation model with the following assumptions:
Volatility
23.6% - 25.4%
Time to maturity (years)
4.7 - 4.8
Risk-free rate
3.8% - 4.0%
RYAN stock price at valuation date
$67.66 - $69.47
Recognized and Unrecognized Equity-Based Compensation Costs As of September 30, 2025, the unrecognized equity-based compensation expense related to each type of equity-based
compensation award described above and the related weighted-average remaining expense period were as follows:
Amount
Weighted Average
Remaining Expense
Period (Years)
Restricted Stock
$8
0.2
IPO RSUs
19,949
4.0
Incentive RSUs
70,421
2.8
Reload Options
328
0.8
Incentive Options
211
1.2
PSUs
33,243
4.5
Restricted Common Units
15
0.1
IPO RLUs
13,337
4.4
Incentive RLUs
13,519
2.6
Reload Class C Incentive Units
218
0.8
Staking Class C Incentive Units
6,931
4.2
Class C Incentive Units
3,958
3.1
Total unrecognized equity-based compensation expense
$162,138
The following table includes the equity-based compensation the Company recognized by award type from the view of
expense related to pre-IPO and post-IPO awards. The table also presents the unrecognized equity-based compensation
expense as of September 30, 2025, in the same view.
Recognized
Unrecognized
Three Months Ended
September 30,
Nine Months Ended
September 30,
As of
September 30,
2025
2025
2024
2025
2024
IPO awards
IPO RSUs and Staking Options
$1,706
$2,720
$6,787
$9,226
$19,949
IPO RLUs and Staking Class C
Incentive Units
1,633
2,146
5,583
7,277
20,268
Incremental Restricted Stock and
Reload Options
246
622
1,046
2,485
332
Incremental Restricted Common
Units and Reload Class C
Incentive Units
172
586
718
3,018
229
Pre-IPO incentive awards
Restricted Stock
114
498
436
1,333
4
Restricted Common Units
36
4,733
133
5,095
4
Post-IPO incentive awards
Incentive RSUs
8,266
8,001
25,033
21,759
70,421
Incentive RLUs
1,884
2,058
5,760
5,671
13,519
Incentive Options
44
272
2,002
823
211
Class C Incentive Units
450
521
1,404
1,551
3,958
PSUs
(646)
391
2,792
910
33,243
PLUs
(3,276)
619
(2,058)
1,439
—
Other expense
Director Stock Grants
561
292
1,352
1,077
—
Total equity-based
compensation expense
$11,190
$23,459
$50,988
$61,664
$162,138