Equity-based compensation (Tables)
|
12 Months Ended |
Dec. 31, 2022 |
|---|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Recognized and Unrecognized Equity Based Compensation Expenses |
As of December 31, 2022, the unrecognized equity-based compensation costs related to each equity-based compensation award described above and the related weighted-average remaining expense period was as follows:
|
|
|
|
|
|
|
|
|
|
|
Amount |
|
|
Weighted Average Remaining Expense Period (years) |
|
Restricted Stock |
|
$ |
8,784 |
|
|
|
1.2 |
|
IPO RSUs |
|
|
56,640 |
|
|
|
4.4 |
|
Incentive RSUs |
|
|
26,686 |
|
|
|
2.8 |
|
Reload Options |
|
|
4,614 |
|
|
|
1.9 |
|
Staking Options |
|
|
399 |
|
|
|
6.1 |
|
Incentive Options |
|
|
1,559 |
|
|
|
3.1 |
|
Restricted Common Units |
|
|
7,114 |
|
|
|
0.7 |
|
IPO RLUs |
|
|
28,401 |
|
|
|
5.8 |
|
Incentive RLUs |
|
|
2,926 |
|
|
|
1.7 |
|
Reload Class C Incentive Units |
|
|
5,912 |
|
|
|
2.3 |
|
Staking Class C Incentive Units |
|
|
17,145 |
|
|
|
5.2 |
|
Class C Incentive Units |
|
|
4,837 |
|
|
|
5.1 |
|
Total unrecognized equity-based compensation expense |
|
$ |
165,017 |
|
|
|
|
The table also presents the unrecognized equity-based compensation expense as of December 31, 2022 in the same view.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Recognized |
|
|
Unrecognized |
|
|
|
Year Ended |
|
|
Year Ended |
|
|
As of |
|
|
|
December 31, 2022 |
|
|
December 31, 2021 |
|
|
December 31, 2022 |
|
Prior to the Organizational Transactions and IPO |
|
|
|
|
|
|
|
|
|
LLC equity-based compensation expense |
|
$ |
— |
|
|
$ |
8,457 |
|
|
N/A |
|
IPO awards |
|
|
|
|
|
|
|
|
|
Modification of vested Restricted Stock and Restricted Common Units |
|
|
— |
|
|
|
31,142 |
|
|
|
— |
|
IPO RSUs and Staking Options |
|
|
22,700 |
|
|
|
18,234 |
|
|
|
57,039 |
|
IPO RLUs and Staking Class C Incentive Units |
|
|
12,561 |
|
|
|
5,997 |
|
|
|
45,546 |
|
Incremental Restricted Stock and Reload Options |
|
|
7,126 |
|
|
|
6,779 |
|
|
|
9,006 |
|
Incremental Restricted Common Units and Reload Class C Incentive Units |
|
|
11,705 |
|
|
|
10,170 |
|
|
|
10,892 |
|
Pre-IPO incentive awards |
|
|
|
|
|
|
|
|
|
Restricted Stock |
|
|
4,860 |
|
|
|
3,323 |
|
|
|
4,392 |
|
Restricted Common Units |
|
|
3,079 |
|
|
|
1,859 |
|
|
|
2,134 |
|
Post-IPO incentive awards |
|
|
|
|
|
|
|
|
|
Incentive RSUs |
|
|
7,417 |
|
|
|
— |
|
|
|
26,686 |
|
Incentive RLUs |
|
|
2,148 |
|
|
|
— |
|
|
|
2,926 |
|
Incentive Options |
|
|
431 |
|
|
|
— |
|
|
|
1,559 |
|
Class C Incentive Units |
|
|
873 |
|
|
|
— |
|
|
|
4,837 |
|
Other expense |
|
|
|
|
|
|
|
|
|
Director Stock Grants |
|
|
2,000 |
|
|
|
495 |
|
|
N/A |
|
Profit Sharing Contribution |
|
|
2,580 |
|
|
|
— |
|
|
N/A |
|
Total equity-based compensation expense |
|
$ |
77,480 |
|
|
$ |
86,456 |
|
|
$ |
165,017 |
|
|
| Restricted Stock [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Restricted Stock |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
3,222,634 |
|
|
$ |
21.15 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
(1,212,620 |
) |
|
|
21.15 |
|
Forfeited |
|
|
(25,075 |
) |
|
|
21.15 |
|
Unvested at end of period |
|
|
1,984,939 |
|
|
$ |
21.15 |
|
|
| Reload Options [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Options |
|
|
Weighted Average Exercise Price |
|
Outstanding at beginning of period |
|
|
4,592,319 |
|
|
$ |
23.50 |
|
Granted |
|
|
— |
|
|
|
— |
|
Exercised |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
(37,570 |
) |
|
|
23.50 |
|
Outstanding at end of period |
|
|
4,554,749 |
|
|
$ |
23.50 |
|
|
| Schedule of Valuation Assumptions |
The fair value of Reload Options granted at the time of the IPO was determined using the Black-Scholes option pricing model with the following assumption ranges:
|
|
|
Assumptions |
Volatility |
25.0% |
Time to maturity (years) |
6.5-7.0 |
Risk-free rate |
0.94-1.02% |
Fair value per unit |
$6.42-$6.72 |
Dividend yield |
0.0% |
|
| Staking Options [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Options |
|
|
Weighted Average Exercise Price |
|
Outstanding at beginning of period |
|
|
66,667 |
|
|
$ |
23.50 |
|
Granted |
|
|
— |
|
|
|
— |
|
Exercised |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Outstanding at end of period |
|
|
66,667 |
|
|
$ |
23.50 |
|
|
| Schedule of Valuation Assumptions |
The fair value of Staking Options granted at the time of the IPO was determined using the Black-Scholes option pricing model with the following assumptions:
|
|
|
Assumptions |
Volatility |
25.0% |
Time to maturity (years) |
9.1 |
Risk-free rate |
1.19% |
Fair value per unit |
$7.82 |
Dividend yield |
0.0% |
|
| IPO RSU [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Restricted Stock Units |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
4,330,104 |
|
|
$ |
22.95 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
(474,191 |
) |
|
|
22.42 |
|
Forfeited |
|
|
(84,289 |
) |
|
|
22.50 |
|
Unvested at end of period |
|
|
3,771,624 |
|
|
$ |
23.00 |
|
|
| Incentive RSUs[Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Restricted Stock Units |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
— |
|
|
$ |
— |
|
Granted |
|
|
1,008,426 |
|
|
|
34.63 |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
(23,987 |
) |
|
|
34.39 |
|
Unvested at end of period |
|
|
984,439 |
|
|
$ |
34.64 |
|
|
| Incentive Options [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Options |
|
|
Weighted Average Exercise Price |
|
Outstanding at beginning of period |
|
|
— |
|
|
$ |
— |
|
Granted |
|
|
175,222 |
|
|
|
34.39 |
|
Exercised |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
(4,830 |
) |
|
|
34.39 |
|
Outstanding at end of period |
|
|
170,392 |
|
|
$ |
34.39 |
|
|
| Schedule of Valuation Assumptions |
The fair value of Incentive Options granted during the year ended December 31, 2022 was determined using the Black-Scholes option pricing model with the following assumptions:
|
|
|
Assumptions |
Volatility |
27.5% |
Time to maturity (years) |
7.0 |
Risk-free rate |
2.16% |
Fair value per unit |
$11.68 |
Dividend yield |
0.0% |
|
| Incentive RLUs [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Restricted LLC Units |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
— |
|
|
$ |
— |
|
Granted |
|
|
145,527 |
|
|
|
34.86 |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
145,527 |
|
|
$ |
34.86 |
|
|
| Restricted Common Units [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Restricted Common Units |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
5,743,520 |
|
|
$ |
23.84 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
(2,504,923 |
) |
|
|
23.84 |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
3,238,597 |
|
|
$ |
23.84 |
|
|
| Restricted LLC Units [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Restricted Stock Activity |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Restricted LLC Units |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
1,543,277 |
|
|
$ |
25.05 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
(27,419 |
) |
|
|
24.41 |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
1,515,858 |
|
|
$ |
25.06 |
|
Incentive RLUs
As part of the Company's annual compensation process, the Company issued Incentive RLUs to certain employees. The Incentive RLUs vest pro rata over 3 or 5 years from the grant date. Upon vesting, RLUs convert on a one-for-one basis into either LLC Common Units or Class A common stock at the election of the Company.
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Restricted LLC Units |
|
|
Weighted Average Grant Date Fair Value |
|
Unvested at beginning of period |
|
|
— |
|
|
$ |
— |
|
Granted |
|
|
145,527 |
|
|
|
34.86 |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
145,527 |
|
|
$ |
34.86 |
|
|
| Reload Class C Incentive Units [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Class C Incentive Units |
|
|
Weighted Average Participation Threshold |
|
Unvested at beginning of period |
|
|
3,911,490 |
|
|
$ |
23.50 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
3,911,490 |
|
|
$ |
23.50 |
|
|
| Staking Class C Incentive Units [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Class C Incentive Units |
|
|
Weighted Average Participation Threshold |
|
Unvested at beginning of period |
|
|
2,116,667 |
|
|
$ |
23.50 |
|
Granted |
|
|
— |
|
|
|
— |
|
Vested |
|
|
(119,999 |
) |
|
|
23.50 |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
1,996,668 |
|
|
$ |
23.50 |
|
|
| Class C Incentive Units [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Summary of Stock Options |
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
Class C Incentive Units |
|
|
Weighted Average Participation Threshold |
|
Unvested at beginning of period |
|
|
— |
|
|
$ |
— |
|
Granted |
|
|
300,000 |
|
|
|
34.39 |
|
Vested |
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
Unvested at end of period |
|
|
300,000 |
|
|
$ |
34.39 |
|
|
| Stock Option [Member] |
|
| Share Based Compensation Arrangement By Share Based Payment Award [Line Items] |
|
| Schedule of aggregate intrinsic value and weighted average remaining contractual term |
The aggregate intrinsic value and weighted average remaining contractual terms of Stock Options outstanding and Stock Options exercisable were as follows:
|
|
|
|
|
|
|
As of December 31, 2022 |
|
Aggregate intrinsic value ($ in thousands) |
|
|
|
Reload Options outstanding |
|
$ |
82,031 |
|
Reload Options exercisable |
|
|
— |
|
Staking Options outstanding |
|
|
1,201 |
|
Staking Options exercisable |
|
|
— |
|
Incentive Options outstanding |
|
|
1,213 |
|
Incentive Options exercisable |
|
|
— |
|
Weighted-average remaining contractual term (in years) |
|
|
|
Reload Options outstanding |
|
|
8.6 |
|
Reload Options exercisable |
|
|
— |
|
Staking Options outstanding |
|
|
9.6 |
|
Staking Options exercisable |
|
|
— |
|
Incentive Options outstanding |
|
|
9.2 |
|
Incentive Options exercisable |
|
|
— |
|
|