Equity-Based Compensation of the Company (Tables) - Tanger Factory Outlet Centers, Inc. [Member]

6 Months Ended

Jun. 30, 2020

Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs

We recorded equity-based compensation expense in general and administrative expenses in our consolidated statements of operations as follows (in thousands):

	Three months ended				Six months ended
	June 30,				June 30,
	2020		2019		2020		2019
Restricted common shares (1)	$	1,895	$	4,627	$	4,121	$	7,140
Notional unit performance awards (1)	1,461		2,314		2,982		3,576
Options	75		41		116		84
Total equity-based compensation	$	3,431	$	6,982	$	7,219	$	10,800

(1) The three and six months ended June 30, 2019 include the accelerated recognition of compensation cost related to the planned retirement of an executive officer.

Equity-based compensation expense capitalized as a part of rental property and deferred lease costs were as follows (in thousands):

	Three months ended				Six months ended
	June 30,				June 30,
	2020		2019		2020		2019
Equity-based compensation expense capitalized	$	101	$	96	$	202	$	188

Schedule of Nonvested Performance-based Units Activity

The following table sets forth 2020 OPP performance targets and other relevant information about the 2020 OPP:

Performance targets (1)
Absolute portion of award:
Percent of total award	33.3%
Absolute total shareholder return range	36.8		%	-	52.1%
Percentage of units to be earned	20		%	-	100%
Relative portion of award:
Percent of total award	66.7%
Percentile rank of peer group range(2)	30		th	-	80th
Percentage of units to be earned	20		%	-	100%
Maximum number of restricted common shares that may be earned (3)	902,167
February grant date fair value per share	$	7.30
April grant date fair value per share (3)	$	3.11

(1) The number of restricted common shares received under the 2020 OPP will be determined on a pro-rata basis by linear interpolation between total shareholder return thresholds, both for absolute total shareholder return and for relative total shareholder return amongst the Company’s peer group.

(2) The peer group is based on companies included in the FTSE NAREIT Retail Index.

(3) In April 2020, Mr. Yalof was awarded 205,480 notional units under the 2020 OPP. These awards have the same terms as the awards our executive officers received in February 2020.

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions

The fair values of the 2020 OPP awards granted during the six months ended June 30, 2020 were determined at the grant dates using a Monte Carlo simulation pricing model and the following assumptions:

Risk free interest rate (1)	1.4	%
Expected dividend yield (2)	8.4	%
Expected volatility (3)	29	%

(1) Represents the interest rate as of the grant date on US treasury bonds having the same life as the estimated life of the restricted unit grants.

(2) The dividend yield is calculated utilizing the dividends paid for the previous five-year period.

(3)

Based on a mix of historical and implied volatility for our common shares and the common shares of our peer index companies over the measurement period.