Under the Entercom Equity Compensation Plan (the “Plan”), the Company is authorized to issue share-based compensation awards to key employees, directors and consultants. The RSUs and options that have been issued generally vest over periods of up to four years. The options expire ten years from the date of grant. The Company issues new shares of Class A common stock upon the exercise of stock options and the later of vesting or issuance of RSUs.

On January 1 of each year, the number of shares of Class A common stock authorized under the Plan is automatically increased by 1.5 million, or a lesser number as may be determined by the Company’s Board of Directors. The amount of shares available for grant automatically increased by 1.5 million on January 1, 2019, and January 1, 2018. As of December 31, 2019, the shares available for grant were 1.6 million shares.

The Plan included certain performance criteria for purposes of satisfying expense deduction requirements for income tax purposes. This expense deduction exemption does not apply under the new tax legislation that was enacted during the fourth quarter of 2017 and was effective as of January 1, 2018.

The measurement and recognition of compensation expense, for all share-based payment awards made to employees and directors, is based on estimated fair values. The fair value is determined at the time of grant: (i) using the Company’s stock price for RSUs; and (ii) using the Black Scholes model for options. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods in the Company’s consolidated statements of operations. Forfeitures are recognized as they occur.


	Period Ended	Number of Restricted Stock Units		Weighted Average Purchase Price		Weighted Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value as of December 31, 2019
	(amounts in thousands)
RSUs outstanding as of:	December 31, 2018	3,685
RSUs awarded		1,955
RSUs released		(1,456)
RSUs forfeited		(323)
RSUs outstanding as of:	December 31, 2019	3,861		$	—	1.3	$	17,993
RSUs vested and expected to vest as of:	December 31, 2019	3,861		$	—	1.3	$	17,993
RSUs exercisable (vested and deferred) as of:	December 31, 2019	41		$	—	—	$	193
Weighted average remaining recognition period in years		2.2
Unamortized compensation expense		$	19,840


	Years Ended December 31,
	2019						2018						2017
	Shares		Amount		Shares		Amount		Shares		Amount
	(amounts in thousands, except per share)
RSUs issued	1,955		$	12,926	1,292		$	10,078	3,064		$	35,628
RSUs forfeited - service based	(323)		(1,753)		(396)		(1,228)		(379)		(1,117)
Net RSUs issued and increase (decrease) to paid-in capital	1,632		$	11,173	896		$	8,850	2,685		$	34,511
Weighted average grant date fair value per share	$	6.61			$	9.71			$	13.42
Fair value of shares vested per share	$	10.72			$	11.07			$	10.76
RSUs vested and released	1,456				1,496				474

The Company issued RSUs with service and market conditions that are included in the table above. These shares vest if: (i) the Company’s stock achieves certain shareholder performance targets over a defined measurement period; and (ii) the employee fulfills a minimum service period. The compensation expense is recognized even if the market conditions are not satisfied and are only reversed in the event the service period is not met, as all of the conditions need to be satisfied. These RSUs are amortized over the longest of the explicit, implicit or derived service periods, which range from approximately one to three years.


	Years Ended December 31,
	2019		2018		2017
	(amounts in thousands, except per share data)
Reconciliation of RSUs with Service And Market Conditions
Beginning of period balance	226		650		630
Number of RSUs granted	—		—		70
Number of RSUs forfeited	(156)		(110)		—
Number of RSUs vested	—		(314)		(50)
End of period balance	70		226		650
Weighted average fair value of RSUs granted with market conditions	$	—	$	—	$	9.81

The fair value of RSUs with service conditions is estimated using the Company’s closing stock price on the date of the grant. To determine the fair value of RSUs with service and market conditions, the Company used the Monte Carlo simulation lattice model. The Company’s determination of the fair value was based on the number of shares granted, the Company’s stock price on the date of grant and certain assumptions regarding a number of highly complex and subjective variables. If other reasonable assumptions were used, the results could differ.


	Years Ended December 31,
	2019	2018		2017
Expected Volatility Structure (1)	—	—	%	54	%
Risk Free Interest Rate (2)	—	—	%	1.8	%
Annual Dividend Payment Per Share (Constant) (3)	—	—	%	3.3	%

(1)Expected Volatility Term Structure - The Company estimated the volatility term structure using: (i) the historical volatility of its stock; and (ii) the implied volatility provided by its traded options from a trailing month’s average of the closing bid-ask price quotes.

(2)Risk-Free Interest Rate - The Company estimated the risk-free interest rate based upon the implied yield available on U.S. Treasury issues using the Treasury bond rate as of the date of grant.

In addition to the RSUs included in the table above summarizing the activity in RSUs under the Plan, the Company issued RSUs with both service and performance conditions. Vesting of performance-based awards, if any, is dependent upon the achievement of certain performance targets. If the performance standards are not achieved, all unvested shares will expire and any accrued expense will be reversed. The Company determines the requisite service period on a case-by-case basis to determine the expense recognition period for non-vested performance based RSUs. The fair value is determined based upon the closing price of the Company’s common stock on the date of grant. The Company applies a quarterly probability assessment in computing its non-cash compensation expense and any change in the estimate is reflected as a cumulative adjustment to expense in the quarter of the change.


	Period Ended	Number of Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)	Intrinsic Value as of December 31, 2019
Options outstanding as of:	December 31, 2018	755,210		$	9.42
Options granted		—		—
Options exercised		(180,300)		1.34
Options forfeited		—		—
Options expired		(32,328)		10.21
Options outstanding as of:	December 31, 2019	542,582		$	12.06	0.9	$	—
Options vested and expected to vest as of:	December 31, 2019	542,582		$	12.06	0.9	$	—
Options vested and exercisable as of:	December 31, 2019	542,582		$	12.06	0.9	$	—
Weighted average remaining recognition period in years		0
Unamortized compensation expense		$	—


Range of Exercise Prices				Options Outstanding											Options Exercisable
					Number of Options Outstanding December 31, 2019			Weighted Average Remaining Contractual Life		Weighted Average Exercise Price			Number of Options Exercisable December 31, 2019	Weighted Average Exercise Price


From	To
$9.66	$	9.66	201,875	0.9		$	9.66		201,875		$	9.66
$13.11	$	13.98	340,707	0.9		$	13.48		340,707		$	13.48
$9.66	$	13.98	542,582	0.9		$	12.06		542,582		$	12.06


	Years Ended December 31,
Option Issuance and Exercise Data	2019						2018						2017
	(amounts in thousands except for per share and years)
	From		To		From		To		From		To
Exercise price range of options issued	$	1.34	$	1.34	$	1.34	$	2.02	$	1.34	$	11.31
Upon vesting, period to exercise in years	1		10		1		10		1		10
Fair value per share upon grant	$	—			$	—			$	4
Number of options granted	—				—				686
Intrinsic value per share upon exercise	$	7.06			$	7.33			$	7.24
Intrinsic value of options exercised	$	1,272			$	829			$	60
Tax benefit from options exercised	$	73			$	220			$	21
Cash received from exercise price of options exercised	$	244			$	153			$	42

The Company estimates the fair value of option awards on the date of grant using an option-pricing model. The Company used the straight-line single option method for recognizing compensation expense, which was reduced for estimated forfeitures based on awards ultimately expected to vest. The Company’s determination of the fair value of share-based payment awards on the date of grant using an option-pricing model is affected by the Company’s stock price, as well as assumptions

regarding a number of highly complex and subjective variables. These variables include, but are not limited to, the Company’s expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. Option-pricing models were developed for use in estimating the value of traded options that have no vesting or hedging restrictions and are fully transferable. The Company’s stock options have certain characteristics that are different from traded options, and changes in the subjective assumptions could affect the estimated value.

For options granted, the Company used the Black-Scholes option-pricing model and determined: (i) the term by using the simplified plain-vanilla method as the Company’s employee exercise history may not be indicative for estimating future exercises; (ii) a historical volatility over a period commensurate with the expected term, with the observation of the volatility on a daily basis; (iii) a risk-free interest rate that was consistent with the expected term of the stock options and based on the U.S. Treasury yield curve in effect at the time of the grant; and (iv) an annual dividend yield based upon the Company’s most recent quarterly dividend at the time of grant.

In connection with the Merger, the Company applied the above described valuation methodologies to determine the fair value for those options assumed as part of the Merger in 2017.

The following non-cash stock-based compensation expense, which is related primarily to RSUs, is included in each of the respective line items in the Company’s statement of operations:


	Years Ended December 31,
	2019		2018		2017
	(amounts in thousands)
Station operating expenses	$	4,673	$	6,855	$	1,694
Corporate general and administrative expenses	11,511		8,294		7,873
Stock-based compensation expense included in operating expenses	16,184		15,149		9,567
Income tax benefit (1)	3,703		3,160		3,328
After-tax stock-based compensation expense	$	12,481	$	11,989	$	6,239