XML 38 R24.htm IDEA: XBRL DOCUMENT v3.20.4
Stock-Based Employee Compensation
12 Months Ended
Dec. 31, 2020
Share-based Payment Arrangement [Abstract]  
Stock-Based Employee Compensation Stock-Based Employee Compensation
The Company has two equity award plans for grants of options to purchase the Company's common stock and ordinary shares of SCL (the "2004 Plan" and the "SCL Equity Plan," respectively), which are described below. The plans provide for the granting of equity awards pursuant to the applicable provisions of the Internal Revenue Code and regulations.
Las Vegas Sands Corp. 2004 Equity Award Plan
The 2004 Plan gives the Company a competitive edge in attracting, retaining and motivating employees, directors and consultants and to provide the Company with a stock plan providing incentives directly related to increases in its stockholder value. Any of the Company's subsidiaries' or affiliates' employees, directors or officers and many of its consultants are eligible for awards under the 2004 Plan. The 2004 Plan provided for an aggregate of 26,344,000 shares of the Company's common stock to be available for awards. The 2004 Plan originally had a term of ten years, but in June 2014, the Company's Board of Directors approved an amendment to the 2004 Plan, extending the term to December 2019. In May 2019, the Board of Directors and stockholders approved the adoption of the Las Vegas Sands Corp. Amended and Restated 2004 Equity Award Plan (the “Amended 2004 Plan”), which extended the term of the Amended 2004 Plan through December 2024, and increased the number of shares of common stock available for grants by 10,000,000 shares. The compensation committee may grant awards of nonqualified stock options, incentive (qualified) stock options, stock appreciation rights, restricted stock awards, restricted stock units, stock bonus awards, performance compensation awards or any combination of the foregoing. As of December 31, 2020, there were 8,998,486 shares available for grant under the Amended 2004 Plan.
Stock option awards are granted with an exercise price equal to the fair market value (as defined in the Amended 2004 Plan) of the Company's stock on the date of grant. The outstanding stock options generally vest over three to four years and have ten-year contractual terms. Compensation cost for all stock option grants, which all have graded vesting, is recognized on a straight-line basis over the awards' respective requisite service periods. The Company estimates the fair value of stock options using the Black-Scholes option-pricing model. Expected volatilities are based on the Company's historical volatility for a period equal to the expected life of the stock options. The expected option life is based on the contractual term of the option as well as historical exercise and forfeiture behavior. The risk-free interest rate for periods equal to the expected term of the stock option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected dividend yield is based on the estimate of annual dividends expected to be paid at the time of the grant.
Sands China Ltd. Equity Award Plan
The SCL Equity Plan gives SCL a competitive edge in attracting, retaining and motivating employees, directors and consultants and to provide SCL with a stock plan providing incentives directly related to increases in its stockholder value. Subject to certain criteria as defined in the SCL Equity Plan, SCL's subsidiaries' or affiliates' employees, directors or officers and many of its consultants are eligible for awards under the SCL Equity Plan.
The SCL 2009 Equity Plan provided for an aggregate of 804,786,508 shares of SCL's common stock to be available for awards. The SCL 2009 Equity Plan had a term of ten years, which expired on November 30, 2019, and no further awards may be granted after the expiration of the term. All existing awards previously granted under the SCL 2009 Equity Plan, but which are unexercised or unvested, will remain valid and (where applicable) exercisable in accordance with their terms of grant despite the expiration of the SCL 2009 Equity Plan. SCL's remuneration committee may grant awards of stock options, stock appreciation rights, restricted stock awards, restricted stock units, stock bonus awards, performance compensation awards or any combination of the foregoing. Effective December 1, 2019, the SCL 2019 Equity Plan was approved by shareholders, with materially the same terms of the SCL 2009 Equity Plan. As of December 31, 2020, there were 808,619,139 shares available for grant under the SCL 2019 Equity Plan.
Stock option awards are granted with an exercise price not less than (i) the closing price of SCL's stock on the date of grant or (ii) the average closing price of SCL's stock for the five business days immediately preceding the date of grant. The outstanding stock options generally vest over four years and have ten-year contractual terms. Compensation cost for all stock option grants, which all have graded vesting is recognized on a straight-line basis over the awards' respective requisite service periods. SCL estimates the fair value of stock options using the Black-Scholes option-pricing model. Expected volatilities are based on SCL's historical volatility for a period equal to the expected life of the stock options. The expected option life is based on the contractual term of the option as well as historical exercise and forfeiture behavior. The risk-free interest rate for periods equal to the expected term of the stock option is based on the Hong Kong Government Bond rate in effect at the time of the grant. The expected dividend yield is based on the estimate of annual dividends expected to be paid at the time of the grant.
Under the SCL 2009 Equity Plan and the SCL 2019 Equity Plan, SCL granted restricted share units to eligible employees. Such restricted share units vest over three to four years. Employees are entitled to a future cash payment that is equivalent to the fair value of the restricted share unit and any accumulated dividends in cash upon vesting.
Stock-Based Employee Compensation Activity
The fair value of each option grant was estimated on the grant date using the Black-Scholes option-pricing model with the following weighted average assumptions:
Year Ended December 31,
202020192018
LVSC Amended 2004 Plan:
Weighted average volatility23.8 %24.1 %25.8 %
Expected term (in years)5.55.56.7
Risk-free rate1.3 %2.1 %2.9 %
Expected dividend yield4.6 %5.2 %5.7 %
SCL Equity Plan:
Weighted average volatility— %36.9 %36.0 %
Expected term (in years)4.84.7
Risk-free rate— %1.7 %1.7 %
Expected dividend yield— %5.0 %5.8 %
A summary of the stock option activity for the Company's equity award plans for the year ended December 31, 2020, is presented below:
SharesWeighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Life (Years)
Aggregate
Intrinsic
Value
(in millions)
LVSC Amended 2004 Plan:
Outstanding as of January 1, 20208,515,855 $56.33 
Granted875,474 64.82 
Exercised(342,700)51.25 
Forfeited or expired(111,363)72.44 
Outstanding as of December 31, 20208,937,266 $57.16 6.61$38 
Exercisable as of December 31, 20204,597,701 $58.52 5.14$14 
SCL Equity Plan:
Outstanding as of January 1, 202064,874,150 $4.99 
Granted— — 
Exercised(1,766,550)3.41 
Forfeited or expired(8,689,800)5.51 
Outstanding as of December 31, 202054,417,800 $4.96 6.53$
Exercisable as of December 31, 202032,903,000 $4.85 5.77$
A summary of the unvested restricted stock and restricted stock units under the Company's equity award plans for the year ended December 31, 2020, is presented below:
SharesWeighted
Average
Grant Date
Fair Value
LVSC Amended 2004 Plan:
Unvested Restricted Stock
Balance as of January 1, 202019,337 $60.00 
Granted17,512 45.68 
Vested(19,337)60.00 
Forfeited(2,189)45.68 
Balance as of December 31, 202015,323 $45.68 
SCL Equity Plan:
Unvested Restricted Stock Units
Balance as of January 1, 20201,407,200 $4.99 
Granted2,337,200 4.11 
Vested(244,500)4.09 
Forfeited(137,200)4.97 
Balance as of December 31, 20203,362,700 $4.44 
The grant date fair value of SCL's restricted stock unit awards is the share price of SCL's ordinary shares at the respective grant date. The fair value of these awards is remeasured each reporting period until the vesting dates. Upon settlement, SCL will pay the grantees an amount in cash calculated based on the higher of (i) the closing price of SCL's shares on the vesting date, and (ii) the average closing price of SCL's shares for the five trading days immediately preceding the vesting date. The accrued liability associated with these cash-settled restricted stock units was $3 million as of December 31, 2020.
As of December 31, 2020, under the Amended 2004 Plan there was $18 million of unrecognized compensation cost related to unvested stock options. The stock option costs are expected to be recognized over a weighted average period of 2.4 years.
As of December 31, 2020, under the SCL Equity Plan there was $14 million and $9 million of unrecognized compensation cost related to unvested stock options and unvested restricted stock units, respectively. The stock option and restricted stock unit costs are expected to be recognized over a weighted average period of 1.9 years.
The stock-based compensation activity for the Amended 2004 Plan and SCL Equity Plan is as follows for the three years ended December 31, 2020:
Year Ended December 31,
202020192018
(Dollars in millions, except weighted average grant date fair values)
Compensation expense:
Stock options$21 $34 $29 
Restricted stock and stock units
$28 $36 $30 
Income tax benefit recognized in the consolidated statements of operations
$$$
Compensation cost capitalized as part of property and equipment
$$$
LVSC Amended 2004 Plan:
Stock options granted875,474 1,204,145 3,124,168 
Weighted average grant date fair value$7.79 $7.23 $7.52 
Restricted stock granted17,512 11,039 10,296 
Weighted average grant date fair value$45.68 $63.40 $77.68 
Stock options exercised:
Intrinsic value$$11 $16 
Cash received$18 $26 $56 
SCL 2019 Equity Plan:
Stock options granted— 19,409,600 18,872,800 
Weighted average grant date fair value$— $1.03 $1.01 
Restricted stock units granted2,337,200 1,412,400 — 
Weighted average grant date fair value$4.11 $4.99 $— 
Stock options exercised:
Intrinsic value$$12 $12 
Cash received$$28 $23