XML 33 R62.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Compensation (Tables)
12 Months Ended
Dec. 31, 2019
Share-based Payment Arrangement [Abstract]  
Schedule of Compensation Cost for Share-based Payment Arrangements
Compensation expense related to the issuance of Newmark or BGC Class A common stock and grants of exchangeability on Newmark Holdings and BGC Holdings limited partnership units is as follows (in thousands):
 
Year Ended December 31,
 
2019
 
2018
 
2017
Issuance of common stock and exchangeability expenses
$
35,499

 
$
142,333

 
$
99,435


Newmark incurred compensation expense related to Class A common stock limited partnership units and RSUs as follows (in thousands):
 
Year Ended December 31,
 
2019
 
2018
 
2017
Issuance of common stock and exchangeability expenses
$
181,714

 
$
179,333

 
$
99,435

Allocations of net income (1)
50,410

 
51,462

 
25,222

Limited partnership units amortization
21,508

 
(7,938
)
 
21,270

RSU amortization
5,204

 
1,787

 
1,212

Equity-based compensation and allocations of net income to limited partnership units
      and FPUs (2)
$
258,836

 
$
224,644

 
$
147,139

(1) 
Certain limited partnership units receive quarterly allocations of net income and are generally contingent upon services being provided by the unit holders, including the Preferred Distribution.
(2) 
Reclassifications have been made to previously reported amounts to conform to the new presentation (See Note 1 — “Organization and Basis of Presentation”).

Newmark recognized compensation expense/(benefit) related to these limited partnership units that were not redeemed as follows (in thousands):
 
Year Ended December 31,
 
2019
 
2018
 
2017
Limited partnership units amortization
$
21,508

 
$
(7,938
)
 
$
21,270


Compensation expense related to BGC RSUs and Newmark RSUs are as follows (in thousands):
 
Year Ended December 31,
 
2019
 
2018
 
2017
RSU amortization
$
5,204

 
$
1,787

 
$
1,212


Compensation expense related to these limited partnership units as follows (in thousands):
 
Year Ended December 31,
 
2019
 
2018
 
2017
Issuance of common stock and exchangeability expenses
$
146,215

 
$
37,000

 
$


Activity Associated with Limited Partnership Units
A summary of the activity associated with limited partnership units awarded to Newmark employees is as follows:
 
BGC Holdings
 
Newmark Holdings
 
Balance, January 1, 2017
53,407,627

 

 
Granted
13,976,871

 

 
Redeemed/exchanged units
(2,668,048
)
 

 
Forfeited units/other
(7,535
)
 

 
Balance, December 31, 2017
64,708,915

 
29,413,143

(1) 
Granted
2,872,825

 
19,141,943

 
Redeemed/exchanged units
(5,650,292
)
 
(3,793,351
)
 
Forfeited units/other
(60,479
)
 
(28,248
)
 
Balance, December 31, 2018
61,870,969

 
44,733,487

 
Granted
319,586

 
13,813,204

 
Redeemed/exchanged units
(3,938,134
)
 
(2,487,885
)
 
Forfeited units/other
(2,198,720
)
 
4,742,046

 
Balance, December 31, 2019
56,053,701

 
60,800,852

 
 
 
 
 
 
Total exchangeable units:
 
 
 
 
December 31, 2018
25,999,302

 
9,251,052

 
December 31, 2019
24,692,695

 
10,108,598

 

(1) 
Represents the pre-IPO Newmark employees share-equivalent limited partnership units in BGC Holdings.

The Limited Partnership Units table above includes both regular and Preferred Units. The Preferred Units are not entitled to participate in partnership distributions other than with respect to the Preferred Distribution (see Note 2 — “Limited Partnership Interests in BGC Holdings and Newmark Holdings” for further information on Preferred Units). A summary of the BGC Holdings and Newmark Holdings limited partnership units is as follows:
 
BGC
Units
 
Newmark
Units
Regular units
54,500,896

 
56,932,154

Preferred units
1,552,805

 
3,868,698

Balance, December 31, 2019
56,053,701

 
60,800,852



Schedule of Units Redeemed
A summary of units redeemed in connection with the issuance of Newmark or BGC Class A common stock (at the current exchange ratio) or granted exchangeability for Newmark or BGC Class A common stock is as follows:
 
Year Ended December 31,
 
2019
 
2018
 
2017
BGC Holdings units
620,903

 
18,325,470

 
6,452,077

Newmark Holdings units
2,310,384

 
6,927,961

 

Total
2,931,287

 
25,253,431

 
6,452,077


Schedule of Limited Partnership Units With a Post-Termination Payout
Limited partnership units with a post-termination payout held by Newmark employees are as follows (dollars in thousands):
 
Year Ended December 31,
 
2019
 
2018
Notional Value(1)
$
261,025

 
$
223,665

Estimated fair value of the post-termination payout(2)
$
58,149

 
$
30,655

Outstanding limited partnership units in BGC Holdings
6,251,816

 
8,443,218

Outstanding limited partnership units in BGC Holdings - unvested
1,508,510

 
3,256,894

Outstanding limited partnership units in Newmark Holdings
17,097,639

 
10,520,196

Outstanding limited partnership units in Newmark Holdings - unvested
9,357,822

 
6,820,930

(1) 
Beginning January 1, 2018, Newmark began granting stand-alone limited partnership units in Newmark Holdings to Newmark employees.
(2) 
Included in “Other long-term liabilities” on the accompanying consolidated balance sheets.
Schedule of Grant of Conversion Rights The grant of conversion rights to Newmark employees are as follows (in thousands):
 
Year Ended December 31,
 
2019
 
2018
Notional Value
$
194,995

 
$
37,000

Estimated fair value of limited partnership units (1)
$
182,800

 
$
37,000

(1) 
Included in “Other long-term liabilities” on the accompanying consolidated balance sheets.

Activity Associated with Restricted Stock Units
A summary of the activity associated with RSUs held by Newmark employees are as follows (fair value amount in thousands):
 
BGC RSUs(1)
 
Newmark RSUs(2)
 
Restricted
Stock
Units
Weighted-
Average
Grant Date
Fair Value
Per Share
Fair
Value
Amount
Weighted-
Average
Remaining
Contractual
Term (Years)
 
Restricted
Stock
Units
Weighted-
Average
Grant Date
Fair Value
Per Share
Fair
Value
Amount
Weighted-
Average
Remaining
Contractual
Term (Years)
Balance, January 1, 2017
285,725

$
7.56

$
2,160

1.75
 

$

$


Granted
269,754

10.37

2,797

 
 



 
Settled units (delivered shares)
(151,844
)
7.73

(1,174
)
 
 



 
Forfeited units
(57,097
)
8.75

(499
)
 
 



 
Balance, December 31, 2017
346,538

$
9.48

$
3,284

1.85
 

$

$


Granted
3,439

7.64

26

 
 
264,532

13.54

3,582

 
Settled units (delivered shares)
(147,006
)
9.17

(1,348
)
 
 
(8,109
)
13.36

(108
)
 
Forfeited units
(34,296
)
10.01

(343
)
 
 
(36,536
)
13.71

(501
)
 
Balance, December 31, 2018
168,675

$
9.77

$
1,619

0.98
 
219,887

$
13.52

$
2,973

2.28
Granted



 
 
4,766,611

7.42

35,344

 
Settled units (delivered shares)
(107,820
)
9.38

(1,011
)
 
 
(109,007
)
11.70

(1,275
)
 
Forfeited units
(14,048
)
10.02

(141
)
 
 
(193,920
)
8.67

(1,681
)
 
Balance, December 31, 2019
46,807

$
9.97

$
467

0.25
 
4,683,571

$
7.55

$
35,361

5.69
(1) 
RSUs granted to these individuals generally vest over a two- to four-year period
(2) 
Beginning January 1, 2018, Newmark began granting stand-alone Newmark RSUs to Newmark employees and the awards vest ratably over the two- to eight-year vesting period into shares of Newmark Class A common stock.