We have outstanding share-based awards granted to employees under the 2013 Equity Incentive Plan (the "2013 Plan") and the 2017 Equity Incentive Plan (the "2017 Plan"). These plans permit grants of restricted stock, restricted stock units, performance stock, performance units, stock appreciation rights, stock options, as well as other share-based awards to eligible employees. The 2013 Plan and the 2017 Plan also permit cash awards to eligible employees. The 2017 Plan became effective May 2017. No further grants of awards will be made under the 2013 Plan, although awards previously granted remain outstanding.

We also have outstanding deferred stock units granted to directors under the 2017 Plan. Share-based awards were previously granted to directors and remain outstanding under the Non-Employee Director's Equity Plan and the Directors’ Stock Accumulation Plan, which has expired.

There are 4.6 million shares underlying the 2017 Plan that are authorized, but not yet granted. Outstanding awards at December 31, 2020, include performance share units, restricted stock units, deferred stock units, performance-based stock options, time-based stock options and certain awards that will be settled in cash.

Compensation expense is measured using the fair-value-based method. Prior to 2020, for employee and director awards considered equity grants, compensation expense was recognized from the award or grant date to the earlier of the retirement-eligible date or the vesting date. In 2020, the retirement eligibility provisions for many employee awards were changed on a go-forward basis to require a six month notification period prior to actual retirement. For these awards, we recognize expense from the grant date to six months after the participant's retirement eligible date. For awards considered liability awards, compensation cost is based on the change in the fair value of the instrument for each reporting period and the percentage of the requisite service that has been rendered. Compensation cost associated with liability awards was not significant in 2019 or 2018.


	Compensation Expense				Unrecognized Expense for Nonvested Awards at		Weighted-average No. of Years Unrecognized Expense to be Recognized
	Years Ended December 31,				Dec 31, 2020
(in millions except years)	2020		2019	2018

Performance Share Units	$	20.2	25.8	15.8	$	17.7	1.5
Market Share Units	—		—	0.1	—		0.0
Restricted Stock Units	6.0		6.6	6.6	9.4		1.7
Deferred Stock Units and fees paid in stock	1.2		1.2	1.2	0.3		0.3
Performance-based Options	2.3		8.1	4.5	0.3		0.1
Time-based Options	1.6		1.0	—	1.8		1.6
Cash based awards	1.4		—	—	1.3		1.9
Share-based payment expense	32.7		42.7	28.2
Income tax benefit	(7.4)		(9.2)	(6.5)
Share-based payment expense, net of tax	$	25.3	33.5	21.7


	Value of Shares Distributed or Exercised(a)
	Years Ended December 31,
(in millions)	2020		2019	2018

Performance Share Units	$	33.3	28.7	25.3
Market Share Units	—		—	8.2
Restricted Stock Units	6.9		11.8	8.0
Deferred Stock Units and fees paid in stock	0.6		0.9	0.7
Performance-based Options(a)	0.5		5.4	—
Time-based vesting Options(a)	—		—	2.2
Total	$	41.3	46.8	44.4

Income tax benefit realized	$	9.0	10.2	9.9

We granted RSUs to select senior executives and employees in the last three years that contain only a service condition. RSUs are paid out in shares of Brink’s stock when the awards vest. For RSUs granted during the last three years, the units generally vest ratably in three equal annual installments. In 2020, we additionally granted RSUs that will vest after a stated two year service condition has been met.

We measure the fair value of RSUs based on the price of Brink’s stock at the grant date, adjusted for a discount for dividends not received or accrued during the vesting period. The weighted-average fair value per share at grant date was $70.85 in 2020, $78.28 in 2019 and $72.31 in 2018. The weighted-average discount was approximately 2% in each of 2020, 2019 and 2018.


	Shares (in thousands)	Weighted-Average Grant Date Fair Value Per Share

Nonvested balance as of December 31, 2019	172.7	$	71.87
Activity from January 1 to December 31, 2020:
Granted	178.6	70.85
Forfeited	(12.5)	78.86
Conversion to cash settled awards(a)	(1.3)	72.80
Vested	(85.7)	67.44
Nonvested balance as of December 31, 2020	251.8	$	72.30

(a)Certain RSUs were modified in the first quarter of 2020 to change the awards' classification from share-settled to cash-settled. The weighted-average grant date fair value per share shown above is the removal of the original fair value.

IM PSUs contain a performance condition as well as a service condition. We measure the fair value of these PSUs based on the price of Brink’s stock at the grant date, adjusted for a discount for dividends not received or accrued during the vesting period. IM PSUs granted in 2020, 2019 and 2018 have a three year performance period.

IM PSUs will be paid out in shares of Brink’s stock when the awards vest. For the IM PSUs granted in 2020, 2019 and 2018, the number of shares paid out ranges from 0% to 200% of an employee’s award, depending on the achievement of pre-established financial goals over the performance period. Shares are not paid out if the financial results do not meet a pre-established threshold level of performance.

TSR PSUs contain a market condition as well as a service condition. We measure the fair value of TSR PSUs at the grant date using a Monte Carlo simulation model. TSR PSUs granted have a three year performance period and typically vest at the end of three years. TSR PSUs are paid out in shares of Brink’s stock when the awards vest. The number of shares paid out ranges from 0% to 200% of an employee's award for the 2020, 2019 and 2018 TSR PSU grants, depending on Brink's relative TSR rank among a selected peer group.


	Shares (in thousands)	Weighted-Average Grant Date Fair Value Per Share

Nonvested balance as of December 31, 2019	564.2	$	70.10
Activity from January 1 to December 31, 2020:
Granted	248.4	83.68
Forfeited	(27.0)	76.32
Conversion to cash settled awards(a)	(4.6)	65.42
Vested(b)	(204.3)	56.72
Nonvested balance as of December 31, 2020	576.7	$	80.43

(a)Certain IM PSUs were modified in the first quarter of 2020 to change the awards' classification from share-settled to cash-settled. The weighted-average grant date fair value per share shown above is the removal of the original fair value.

(b)The vested PSUs presented are based on the target amount of the award. In accordance with the terms of the underlying award agreements, the actual shares earned and distributed for the performance period ended December 31, 2019 were 394.0 thousand, compared to target shares of 204.3 thousand,


Terms and Assumptions Used to Estimate Grant Date Fair Value	2020 TSR PSUs			2019 TSR PSUs			2018 TSR PSUs

Terms of awards:
Performance period	Jan. 1, 2020 to			Jan. 1, 2019 to			Jan. 1, 2018 to
	Dec. 31, 2022			Dec. 31, 2021			Dec. 31, 2020


Weighted-average assumptions used to estimate fair value:
Expected dividend yield(a)	0.7		%	0.8		%	0.8	%
Expected stock price volatility(b)	29.6		%	30.8		%	29.9	%
Risk-free interest rate(c)	1.4		%	2.5		%	2.4	%
Contractual term in years	2.9			2.8			2.9

Weighted-average fair value estimates at grant date:
In millions	$	3.6		$	3.0		3.2
Fair value per share	$	94.53		$	105.16		79.05

(a)TSR is determined assuming that dividends are reinvested. The stock price projection in the Monte Carlo simulation model assumed a 0% dividend yield, which is mathematically equivalent to reinvesting dividends over the performance period. For the valuation of the TSR PSU, because the holders of the awards have no rights to any dividend paid during the vesting period, we applied a dividend yield in the Monte Carlo simulation model to reduce the projected stock price as of the grant date.

Prior to 2019, we granted primarily performance-based stock options to select senior executives. These performance-based awards have a service condition as well as a market condition. We measure the fair value of these awards at the grant date using a Monte Carlo simulation model. No performance-based options were granted after 2018.

In 2020, 2019 and 2017, we granted time-based vesting stock options to certain senior executives. We measure the fair value of these awards at the grant date using the Black-Scholes-Merton option pricing model.

When vested, options entitle the holder to purchase a specified number of shares of Brink’s stock at a price set at the date the options were granted. The option price for Brink’s options was equal to the market price of Brink’s stock on the award date. Options granted to employees have a maximum term of six years.


	Shares (in thousands)	Weighted- Average Exercise Price Per Share		Weighted-Average Grant Date Fair Value Per Share		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value(a) (in millions)

Outstanding at December 31, 2019(b)	1,191.1	$	50.51	$	11.52
Granted	—	—		—
Forfeited or expired	—	—		—
Exercised(b)	(26.1)	52.75		27.14
Outstanding at December 31, 2020(b)(c)	1,165.0	$	50.46	$	11.17	2.2	$	25.7

Of the above, as of December 31, 2020:
Exercisable	757.8	$	38.11			1.7	$	25.7
Expected to vest in future periods(d)	407.2	$	73.45			3.0	$	—

(a)The intrinsic value of a stock option is the difference between the market price of the shares underlying the option and the exercise price of the option. The market price at December 31, 2020 was $72.00.

(b)Certain performance-based stock options were modified in the second quarter of 2019. The weighted-average grant date fair value per share for the outstanding options at December 31, 2019, the options exercised in 2020 and for the outstanding options at December 31, 2020 reflects the inclusion of the modified fair value per share.

(c)There were 485.0 thousand exercisable performance-based options with a weighted average exercise price of $29.87 at December 31, 2019 and no exercisable performance-based options at December 31, 2018.

(d)The number of options expected to vest takes into account an estimate of expected forfeitures. We currently have applied a 0% expected forfeiture rate to the performance-based options.

The following table provides the term of the performance period and the weighted-average assumptions used in the Monte Carlo simulation model for the performance-based options granted in 2018:


Terms and Assumptions Used to Estimate Grant Date Fair Value of Performance-Based Options Granted	2018

Terms of awards:
Performance period for achieving stock price hurdles	Three years from
	grant date


Assumptions used to estimate fair value:
Expected dividend yield(a)	0.8		%
Expected stock price volatility(b)	29.3		%
Risk-free interest rate(c)	2.6		%
Expected term in years(d)	4.5

Weighted-average fair value estimates at grant date:
In millions	$	7.0
Fair value per share	$	16.73

(a)Since the holders of the awards have no rights to any dividend paid during the vesting period, we applied a dividend yield in the Monte Carlo simulation model. At each grant date, the dividend yield was calculated based on the most recent annualized dividend payment and Brink's stock price at the date of grant.

(d)Because we did not have historical exercise behavior for instruments with premiums, we assumed that the exercise of vested options occurred at the mid-point between the three-year vesting date and the six-year contractual term. In the Monte Carlo simulation, at each iteration of forecasted Brink's stock prices, the option was assumed to be exercised at the mid-point of 4.5 years if the stock price hurdle had been achieved. When the hurdle is achieved, the exercise price was then subtracted from the projected stock price, and discounted back to the grant date. In situations where the projected price had not met the hurdle, no value was attributed.


	Shares (in thousands)	Weighted- Average Exercise Price Per Share		Weighted-Average Grant Date Fair Value Per Share		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value(a) (in millions)

Outstanding at December 31, 2019	127.0	$	79.32	$	21.56
Granted	80.8	84.42		21.10
Forfeited or expired	—	—		—

Outstanding at December 31, 2020(b)	207.8	$	81.30	$	21.38	4.5	$	—

Of the above, as of December 31, 2020:
Exercisable	2.7	$	84.65			2.8	$	—
Expected to vest in future periods(c)	205.1	$	81.26			4.5	$	—

(c)The number of options expected to vest takes into account an estimate of expected forfeitures. We currently have applied a 0% expected forfeiture rate to the time-based vesting options.

The following table provides the weighted-average assumptions used in the Black-Scholes-Merton option pricing model for the time-based vesting options granted in 2020 and 2019:


Assumptions Used to Estimate Grant Date Fair Value of Time-Based Options	2020			2019

Assumptions used to estimate fair value:
Expected dividend yield(a)	0.7		%	0.8		%
Expected stock price volatility(b)	29.7		%	30.3		%
Risk-free interest rate(c)	1.3		%	2.5		%
Expected term in years(d)	4.5			4.5

Weighted-average fair value estimates at grant date:
In millions	$	1.7		$	3.0
Fair value per share	$	21.10		$	21.58

We granted DSUs to our nonemployee directors in 2020 and in prior years. We measure the fair value of DSUs at the grant date, based on the price of Brink's stock, and, if applicable, adjusted for a discount for dividends not received or accrued during the vesting period.

DSUs granted after 2014 will be paid out in shares of Brink's stock on the first anniversary of the grant date, provided that the director has not elected to defer the distribution of shares until a later date. DSUs granted prior to 2015, in general, will be paid out in shares of stock following separation from service.


	Shares (in thousands)	Weighted-Average Grant-Date Fair Value

Nonvested balance as of December 31, 2019	12.1	$	79.69
Activity from January 1 to December 31, 2020:
Granted	21.6	40.46

Vested	(12.1)	79.69
Nonvested balance as of December 31, 2020	21.6	$	40.46

We have a deferred compensation plan that allows participants to defer a portion of their compensation into stock units. Units will be redeemed by employees for an equal number of shares of Brink’s stock. Employee deferred compensation accounts held 157,489 units at December 31, 2020, and 198,198 units at December 31, 2019.

We have a stock accumulation plan for our non-employee directors that, prior to 2014, provided for awards of stock units. Additionally, some fees paid to our directors are in the form of stock and may be deferred for distribution to a later date. Directors’ deferred compensation accounts held 21,432 units at December 31, 2020, and 19,951 units at December 31, 2019.