XML 54 R40.htm IDEA: XBRL DOCUMENT v3.22.4
Equity-Based Awards (Tables)
12 Months Ended
Dec. 31, 2022
Equity-based Awards [Abstract]  
Equity-based Award Expense
An allocated portion of the fair value of EPCO’s equity-based awards is charged to us under the ASA.  The following table summarizes compensation expense we recognized in connection with equity-based awards for the years indicated:

 
 
For the Year Ended December 31,
 
 
 
2022
   
2021
   
2020
 
Equity-classified awards:
                 
Phantom unit awards
 
$
153
   
$
146
   
$
150
 
Profits interest awards
   
4
     
6
     
9
 
Total
 
$
157
   
$
152
   
$
159
 

Other Share-based Compensation Plans
The following table presents phantom unit award activity for the years indicated:

 
 
Number of
Units
   
Weighted-
Average Grant
Date Fair Value
per Unit (1)
 
Phantom unit awards at December 31, 2019
   
12,974,684
   
$
27.21
 
Granted (2)
   
7,405,245
   
$
25.71
 
Vested
   
(4,532,269
)
 
$
26.35
 
Forfeited
   
(178,218
)
 
$
26.73
 
Phantom unit awards at December 31, 2020
   
15,669,442
   
$
26.76
 
Granted (3)
   
7,720,645
   
$
21.30
 
Vested
   
(5,648,281
)
 
$
26.98
 
Forfeited
   
(570,887
)
 
$
24.44
 
Phantom unit awards at December 31, 2021
   
17,170,919
   
$
24.31
 
Granted (4)
   
7,968,880
   
$
24.11
 
Vested
   
(6,616,741
)
 
$
25.08
 
Forfeited
   
(540,113
)
 
$
23.92
 
Phantom unit awards at December 31, 2022
   
17,982,945
   
$
23.94
 

(1)
Determined by dividing the aggregate grant date fair value of awards (before an allowance for forfeitures) by the number of awards issued.
(2)
The aggregate grant date fair value of phantom unit awards issued during 2020 was $190 million based on a grant date market price of the Partnership’s common units ranging from $16.95 to $25.76 per unit.  An estimated annual forfeiture rate of 2.4% was applied to these awards.
(3)
The aggregate grant date fair value of phantom unit awards issued during 2021 was $164 million based on a grant date market price of the Partnership’s common units ranging from $20.79 to $22.05 per unit.  An estimated annual forfeiture rate of 2.0% was applied to these awards.
(4)
The aggregate grant date fair value of phantom unit awards issued during 2022 was $192 million based on a grant date market price of the Partnership’s common units ranging from $24.10 to $26.62 per unit.  An estimated annual forfeiture rate of 2.1% was applied to these awards.
The following table presents supplemental information regarding phantom unit awards for the years indicated:
 
 
 
For the Year Ended December 31,
 
 
 
2022
   
2021
   
2020
 
Cash payments made in connection with DERs
 
$
34
   
$
31
   
$
27
 
Total intrinsic value of phantom unit awards that vested during period
 
$
160
   
$
124
   
$
115
 
The following table summarizes key elements of each Employee Partnership as of December 31, 2022:

Employee
Partnership
Partnership
Common Units
Contributed by
EPCO Holdings
Class A
Capital
     Base (1)
Class A
Preference
Return
Per Unit
Expected
Vesting/
Liquidation
Date
Estimated
Fair Value of
Profits Interest
  Awards (2)
Unrecognized
Compensation
  Cost (3)
EPD IV
6,400,000
$173
$0.4325
December 2023
$25
$4
EPCO II
1,600,000
$43
$0.4325
December 2023
$6
$–

(1)
Represents the fair market value of the Partnership’s common units contributed to each Employee Partnership at the applicable contribution date.
(2)
Represents the total fair value of the profits interest awards awarded to the Class B limited partners of each Employee Partnership irrespective of how such costs will be allocated between us and EPCO and its privately held affiliates.  The fair value is as of the grant date or as of the plan modification date, as applicable.
(3)
Represents our expected share of the unrecognized compensation cost at December 31, 2022, which we expect to recognize over a weighted-average period of 0.9 years.
The following table summarizes the assumptions we used in applying a Black-Scholes option pricing model, to derive that portion of the estimated fair value of the profits interest awards (at either the grant date or modification date) for each Employee Partnership:

Expected Life
Risk-Free
Expected
Expected Unit
Employee
of Award
Interest
Distribution
Price
Partnership
from Grant Date
Rate
Yield
Volatility
EPD IV
5.0 years
0.2% to 2.8%
6.5% to 8.4%
27% to 39%
EPCO II
5.0 years
0.2% to 2.8%
6.3% to 8.4%
24% to 36%