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STOCK-BASED COMPENSATION
9 Months Ended
Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION
2020 Omnibus Incentive Plan
On August 5, 2020, the Company’s Board of Directors adopted the 2020 Omnibus Incentive Plan (the “2020 Plan,”). Under the 2020 Plan, employees, consultants and directors of the Company and our affiliates that perform services for us are eligible to receive awards. The 2020 Plan provides for the grant of incentive stock options (“ISOs”), non-statutory stock options (“NSOs”), stock appreciation rights, restricted stock awards (“RSAs”), performance awards, other share-based awards (including restricted stock units (“RSUs”)) and other cash-based awards. The maximum number of shares available for issuance under the 2020 Plan may not exceed the sum of (i) 33,473,410 shares and (ii) 21,888,258 shares issued pursuant to restricted shares and the aggregate number of shares that may be issued pursuant to the rights granted under the ESPP may not exceed 2,386,875 shares, subject to adjustment in the event of a stock split, stock dividend or other change in our capitalization (subject to annual increases as approved by the Board of Directors).
Stock Options Activity, excluding PSOs
Stock options granted by the Company generally vest over four years with 25% of the option shares vesting each year. Options generally expire ten years from the date of the grant.
The following is a summary of stock option activity, excluding PSOs, as of and for the nine-months ended September 30, 2022 ($ in millions):
Number of Options Weighted-Average Exercise PriceWeighted-Average Remaining
Contractual Term (Years)
Aggregate Intrinsic Value
Outstanding, December 31, 2021
14,945,566$21.89 8.61$177.2 
Granted1,829,91016.92 
Exercised(560,905)21.00 
Cancelled(442,025)23.77 
Outstanding, September 30, 2022
15,772,546$21.31 8.03$62.1 
Options exercisable as of September 30, 2022
8,630,780$21.37 7.8530.1 
The aggregate intrinsic value of options exercised in each of the three-months ended September 30, 2022 and 2021 was $1.6 million, and $2.0 million and $8.2 million in the nine-months ended September 30, 2022 and 2021, respectively. Aggregate intrinsic value represents the difference between the exercise price of the option and the closing price of the Company’s common stock on the date of exercise. The fair value of options granted for the three-months ended September 30, 2022 and 2021 was $0.9 million and $0.4 million, respectively, and $15.7 million and $9.6 million for the nine-months ended September 30, 2022 and 2021, respectively.
Performance Stock Options Activity

In February 2022, the Company granted PSOs to certain of its executives, with 50% of the option shares vesting at the end of year two and the remaining 50% of the option shares vesting at the end of year three, subject in each case to the satisfaction of certain performance-based conditions. The PSOs generally expire ten years from the date of the grant. The fair value of performance stock options granted for the nine-months ended September 30, 2022 was $25.8 million.

The following is a summary of PSO activity as of and for the nine-months ended September 30, 2022 ($ in millions):
Number of OptionsWeighted-Average Exercise PriceWeighted-Average Remaining
Contractual Term (Years)
Aggregate Intrinsic Value
Outstanding, December 31, 2021— $— — $— 
Granted3,300,505 15.75 
Exercised— — 
Cancelled— — 
Outstanding, September 30, 20223,300,505$15.75 9.4$28.9 
Options exercisable as of September 30, 2022— $— — — 
RSU Activity

RSUs granted generally vest ratably over four years. The following is a summary of RSU transactions as of and for the nine-months ended September 30, 2022:
Unvested SharesGrant Date Fair Value
Unvested, December 31, 2021476,628 $47.30 
Granted2,572,673 17.69 
Vested(149,850)40.39 
Canceled and forfeited(281,823)21.97 
Unvested, September 30, 20222,617,628 $21.59 
PSU Activity

The Company granted PSUs to certain of its employees during the second quarter of 2022 with the units vesting in April 2023, subject in each case to the satisfaction of certain performance-based conditions. The following is a summary of PSU activity as of and for the nine-months ended September 30, 2022:

Unvested SharesGrant Date Fair Value
Unvested, December 31, 2021111,184 $33.73 
Granted455,426 23.66 
Vested— — 
Canceled and forfeited(5,705)24.17 
Unvested, September 30, 2022560,905 $27.88 
RSA Activity
The RSAs were granted as part of the pre-IPO conversion. The following is a summary of RSA transactions as of and for the nine-months ended September 30, 2022:
Unvested Shares Grant Date Fair Value
Unvested, December 31, 2021
16,090,990 $14.71 
Granted— — 
Vested(9,040,014)15.73 
Canceled and forfeited(280,956)15.57 
Unvested, September 30, 2022
6,770,020 $13.31 
Employee Stock Purchase Plan
On August 5, 2020, the Board of Directors adopted, and the OSH LLC’s and OSH MH LLC’s majority unitholders approved, the 2021 Employee Stock Purchase Plan (the “ESPP”). The ESPP is more fully described in Note 13 to the consolidated financial statements included in our 2021 Form 10-K.
During the nine-months ended September 30, 2022 and 2021, 224,473 shares and 62,575 shares, respectively, were purchased under the ESPP.
Stock-Based Compensation Expense
The following table is a summary of stock-based compensation expense by function ($ in millions):
Three-Months Ended September 30,Nine-Months Ended September 30,
2022202120222021
Cost of care, excluding depreciation and amortization$1.3 $0.5 $2.7 $1.2 
Sales and marketing1.40.83.82.5
Corporate, general and administrative28.137.4113.5118.2
Total30.838.7120.0121.9
As of September 30, 2022, the Company approximately $98.9 million in unrecognized compensation expense related to all non-vested awards (RSAs, ISOs, PSO, PSUs and RSUs) that will be recognized over the weighted-average period of 1.44 years.