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SHARE-BASED COMPENSATION
12 Months Ended
Dec. 31, 2021
Share-based Payment Arrangement [Abstract]  
Share-Based Compensation Stock-based Compensation
For the years ended December 31, 2021, 2020 and 2019, stock-based compensation was as follows:
Years Ended December 31,
(in thousands)202120202019
2018 Equity Incentive Plan
Stock options compensation expense$327 $753 $2,003 
Restricted stock units compensation expense2,561 1,364 382 
Liability-classified compensation expense325 313 — 
2014 Management Incentive Plan— — 1,267 
Total$3,213 $2,430 $3,652 
For the years ended December 31, 2021, 2020 and 2019, the Company recognized an income tax benefit of approximately $0.4 million, $0.4 million and $0.5 million, respectively, for stock-based compensation expense. No stock-based compensation has been capitalized.
2018 Equity Incentive Plan
The 2018 Equity Incentive Plan ("2018 Plan") was approved by the Company's Board of Directors and shareholders in July 2018. The 2018 Plan provided for the issuance of up to 6,685,696 of the Company's common stock, and these shares were registered on a Form S-8 during 2018. Under the 2018 Plan, the Company's compensation committee may grant awards of non-qualified stock options, incentive stock options, stock appreciation rights ("SAR"), restricted stock awards, restricted stock units ("RSU"), other stock-based awards (including cash bonus awards) or any combination of the foregoing. Any current or prospective employees, officers, consultants or advisors that the Company's compensation committee (or, in the case of non-employee directors, the Company's Board of Directors) selects, from time to time, are eligible to receive awards under the 2018 Plan. If any award granted under the 2018 Plan expires, terminates, or is canceled or forfeited without being settled or exercised, or if a SAR is settled in cash or otherwise without the issuance of shares, shares of the Company's common stock subject to such award will again be made available for future grants. In addition, if any shares are surrendered or tendered to pay the exercise price of an award or to satisfy withholding taxes owed, such shares will again be available for grants under the 2018 Plan.
A summary of the activity in stock units for the 2018 Plan that occurred during the years ended December 31, 2021, 2020 and 2019 is as follows:
Common stock available for issuance at December 31, 20184,446,239 
Stock options forfeited326,173 
RSUs granted(36,657)
RSUs forfeited 60,421 
Common stock available for issuance at December 31, 20194,796,176 
Stock options granted(15,000)
Stock options forfeited220,045 
RSUs granted(1,031,740)
RSU granted with performance goals that have not been determined(128,624)
RSUs forfeited21,277 
Common stock available for issuance at December 31, 20203,862,134 
Stock options forfeited50,589 
Stock options expired53,870 
RSUs granted(711,987)
RSUs forfeited1,957 
Shares withheld for taxes(1)
106,477 
Common stock available for issuance at December 31, 20213,363,040 
(1)The number of shares surrendered to satisfy withholding taxes owed are subsequently added back to the shares available for grants under the 2018 Plan.

Details about the time-based equity-classified stock options granted under the plan are as follows:
Number of SharesWeighted-average Exercise PriceWeighted-average Remaining Contractual Term
Aggregate Intrinsic Value (in thousands)
Outstanding, December 31, 20201,506,039 $6.91 
Exercised (173,955)6.88 
Forfeited (50,589)6.70 
Expired(53,870)6.95 
Outstanding, December 31, 20211,227,625 6.90 6.8 years$227 
Exercisable at December 31, 20211,216,375 $6.94 6.8 years$175 
The weighted-average grant date fair value of options granted in 2020 was $1.99. There were no options granted in 2021 or 2019. The intrinsic value of options exercised in 2021 was $0.2 million, there were no options exercised in 2020 or 2019. As of December 31, 2021, there was $19 thousand of unrecognized compensation costs related to stock options, which is expected to be recognized over a remaining weighted-average period of 2.6 years.
The table below presents the assumptions used to calculate the fair value of the stock options issued in 2020:
2020
Expected volatility94 %
Risk-free interest rate0.5 %
Expected term (years)7.5
Dividend yield— %
Exercise price$2.47
Equity-classified Restricted Stock Units
Below is a summary of the Company's equity-classified RSUs for the periods presented:
Underlying Common SharesWeighted-average Grant Date Fair Value
Service-based vesting:
Unvested at December 31, 2018107,142 $7.00 
Granted36,657 $6.82 
Vested(53,571)$7.00 
Forfeited(36,657)$6.82 
Unvested at December 31, 201953,571 $7.00 
Granted(1)
892,142 $2.93 
Forfeited(21,277)$2.35 
Vested(328,035)$3.18 
Unvested at December 31, 2020596,401 $3.18 
Granted(1)
647,512 $6.63 
Forfeited(1,957)$7.92 
Vested (362,706)$3.65 
Unvested at December 31, 2021879,250 $5.51 
Performance-based vesting:
Unvested at December 31, 201895,057 $10.52 
Forfeited(23,674)$10.52 
Unvested at December 31, 201971,383 $10.52 
Granted(2)
139,598 $2.56 
Forfeited(71,383)$10.52 
Unvested at December 31, 2020139,598 $2.56 
Granted(2)
64,475 $6.90 
Vested(104,620)$7.24 
Unvested at December 31, 202199,453 $4.46 
(1)Includes 55,689 shares with an estimated fair value of $0.5 million and 212,768 shares with an estimated fair value of $0.4 million issued to non-employee members of the Company's Board of Directors in December 31, 2021 and 2020, respectively.
(2)Includes only the portions of grants for which the performance goals have been determined and communicated to the grant recipient. Any grants for which the required performance goals have not been determined and communicated to the grant recipient are not considered to have been granted for accounting purposes.
As of December 31, 2021, there was $3.0 million and $0.2 million of unrecognized compensation costs for equity-classified service-based RSUs and performance-based RSUs, respectively, which are expected to be recognized over a remaining weighted-average period of 1.8 years and 0.4 years, respectively. The total fair value of RSUs that vested in 2021, 2020 and 2019 was $3.2 million, $1.3 million and $0.2 million, respectively.
Liability-classified Stock-based Arrangements
In March 2020, the Company was authorized by the compensation committee of its Board of Directors to issue an RSU award to its Chairman and CEO if certain annual performance goals and achievement criteria were attained for 2020. The award was accounted for as a liability-classified award. In March 2021, the performance goals and achievement criteria were met and the award was converted to an equity-classified award.
In June 2021, the Company committed to issue an additional liability-classified award with a target value of $0.9 million in 2022 to its Chairman and CEO if certain annual performance goals and achievement criteria were attained for 2021. The Company has accrued $0.3 million in compensation expense for this liability-classified award, which is included in salary and employee benefit expenses in the Company's Consolidated Statement of Operations for the year ended December 31, 2021.
Employee Stock Purchase Plan
On April 16, 2021, the Priority Technology Holdings, Inc. 2021 Employee Stock Purchase Plan ("2021 Stock Purchase Plan") was authorized by the Company's Board of Directors. The maximum number of shares available for purchase under the 2021 Stock Purchase Plan is 200,000 shares. Shares issued under the 2021 Stock Purchase Plan may be authorized but unissued or reacquired shares of common stock. All employees of the Company who work more than 20 hours per week and have been employed by the Company for at least 30 days may participate in the 2021 Stock Purchase Plan.
Under the 2021 Stock Purchase Plan, participants are offered, on the first day of the offering period, the option to purchase shares of Common Stock at a discount on the last day of the offering period. The offering period shall be for a period of three months, and the first offering period begins during the first quarter of 2022. The 2021 Stock Purchase Plan provides eligible employees the opportunity to purchase shares of the Company's common stock on a quarterly basis through payroll deductions at a price equal to 95% of the lesser of the fair value on the first and last trading day of each quarter.
2014 Management Incentive Plan
The Priority Holdings Management Incentive Plan (the "MIP") was established in 2014 to issue stock-based compensation awards to selected employees. During the year ended December 31, 2019, the Company elected to accelerate vesting for all remaining unvested awards under the MIP, resulting in accelerated compensation expense. Compensation expense under the MIP was approximately $1.3 million for the year ended December 31, 2019. There is no unrecognized compensation cost for the MIP and no grants remain outstanding under this plan.