Annual report [Section 13 and 15(d), not S-K Item 405]

Equity-based Compensation (Tables)

v3.25.4
Equity-based Compensation (Tables)
12 Months Ended
Dec. 31, 2025
Share-Based Payment Arrangement [Abstract]  
Summary of Stock Activity
Year Ended December 31, 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
(412,587)
21.15
(135,991)
23.84
Forfeited
(1,233)
21.15
Unvested at end of period
$
$
Year Ended December 31, 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
711,997
64.97
Vested
(588,054)
22.83
(461,648)
41.44
Forfeited
(64,951)
23.29
(71,595)
50.87
Unvested at end of period
2,046,961
$23.22
2,553,441
$49.49
Year Ended December 31, 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
Year Ended December 31, 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
(121,405)
25.45
Unvested at end of period
1,612,920
$27.73
487,218
$24.40
Summary of Stock Options
Year Ended December 31, 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
(424,600)
(8,999)
34.39
Forfeited or expired
(52,838)
(1,406)
34.39
Outstanding at end of period
3,393,326
66,667
271,247
$44.34
1 As 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.
Year Ended December 31, 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
(494,763)
(271,667)
(45,000)
34.13
Forfeited
Unvested at end of period
457,832
1,333,336
450,822
$36.86
Schedule of Valuation Assumptions of Reload, Staking And Incentive Options The fair value of Incentive Options granted during the year ended December 31, 2024, was determined using the Black-
Scholes option pricing model with the following assumptions:
Volatility
25.0%
Time to maturity (years)
7.0
Risk-free rate
4.2%
Dividend yield
0.8%
Fair value per option
$17.09
Schedule of Aggregate Intrinsic Values And Weighted Average Remaining Contractual Term The aggregate intrinsic values and weighted-average remaining contractual terms of Stock Options
outstanding and exercisable as of December 31, 2025, were as follows:
Aggregate intrinsic value ($ in thousands):
Reload Options outstanding
$95,454
Reload Options exercisable
63,949
Staking Options outstanding
1,875
Staking Options exercisable
375
Incentive Options outstanding
2,090
Incentive Options exercisable
612
Weighted-average remaining contractual term (in years):
Reload Options outstanding
5.3
Reload Options exercisable
5.3
Staking Options outstanding
3.9
Staking Options exercisable
0.5
Incentive Options outstanding
4.6
Incentive Options exercisable
4.0
Schedule of Share-based Payment Award, Restricted Stock Unit, Valuation Assumptions The grant date fair values of the performance-based awards were determined using the Monte Carlo simulation valuation
model with the following assumptions:
Year Ended December 31,
2025
2024
Volatility
23.6% - 25.4%
22.1% - 24.7%
Time to maturity (years)
4.7 - 4.8
3.4 - 4.1
Risk-free rate
3.8% - 4.0%
4.1% - 4.2%
RYAN stock price at valuation date
$67.66 - $69.47
$52.38 - $66.71
Summary of Recognized And Unrecognized Equity Based Compensation Expenses As of December 31, 2025, the unrecognized equity-based compensation expense and the related weighted-average
remaining expense period, as applicable, related to the types of equity-based compensation awards described above were as
follows:
Amount
Weighted Average
Remaining Expense
Period (Years)
IPO RSUs
$17,973
4.2
Incentive RSUs
66,118
2.8
Reload Options
219
0.6
Incentive Options
154
1.0
PSUs
30,760
4.2
IPO RLUs
12,364
4.3
Incentive RLUs
11,635
2.3
Reload Class C Incentive Units
149
0.6
Staking Class C Incentive Units
3,638
4.2
Class C Incentive Units
3,509
3.0
Total unrecognized equity-based compensation expense
$146,519
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.
Recognized
Year Ended December 31,
2025
2024
2023
IPO awards
IPO RSUs and Staking Options
$8,041
$11,522
$15,760
IPO RLUs and Staking Class C Incentive Units
9,849
9,284
11,424
Incremental Restricted Stock and Reload Options
1,100
2,820
4,332
Incremental Restricted Common Units and Reload Class C Incentive
Units
798
3,328
7,119
Pre-IPO incentive awards
Restricted Stock
440
1,473
2,387
Restricted Common Units
137
5,170
1,454
Post-IPO incentive awards
Incentive RSUs
33,092
29,769
19,245
Incentive RLUs
7,644
7,728
4,567
Incentive Options
2,058
974
466
Class C Incentive Units
1,854
2,072
1,906
PSUs
4,542
1,407
PLUs
(2,058)
2,058
Other expense
Director Stock Grants
1,954
1,390
1,083
Total equity-based compensation expense
$69,451
$78,995
$69,743