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STOCK-BASED COMPENSATION (Notes)
6 Months Ended
Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION Wesco’s stock-based employee compensation awards are comprised of stock options, stock-settled stock appreciation rights, restricted stock units and performance-based awards. Compensation cost for all stock-based awards is measured at fair value on the date of grant and compensation cost is recognized, net of estimated forfeitures, over the service period for awards expected to vest. The fair value of stock options and stock-settled stock appreciation rights is determined using the Black-Scholes model.
The fair value of restricted stock units and performance-based awards with performance conditions is determined by the grant-date closing price of Wesco’s common stock. The forfeiture assumption is based on Wesco’s historical employee behavior that is reviewed on an annual basis. No dividends are assumed. For stock options and stock-settled stock appreciation rights that are exercised, and for restricted stock units and performance-based awards that vest, shares are issued out of Wesco's outstanding common stock.
Stock options and stock-settled stock appreciation rights vest ratably over a three-year period and terminate on the tenth anniversary of the grant date unless terminated sooner under certain conditions. Restricted stock unit awards granted in February 2020 and prior vest based on a minimum time period of three years. The special award described below vests in tranches. Restricted stock units awarded in 2022 and 2021 vest ratably over a three-year period on each of the first, second and third anniversaries of the grant date. Vesting of performance-based awards is based on a three-year performance period, and the number of shares earned, if any, depends on the attainment of certain performance levels. Outstanding awards would vest upon the consummation of a change in control transaction with performance-based awards vesting at the target level.
On July 2, 2020, a special award of restricted stock units was granted to certain officers of the Company. These awards vest in tranches of 30% on each of the first and second anniversaries of the grant date and 40% on the third anniversary of the grant date, subject, in each case, to continued employment through the applicable anniversary date.
Performance-based awards granted in 2022, 2021 and 2020 are based on two equally-weighted performance measures: the three-year average growth rate of Wesco's net income attributable to common stockholders and the three-year cumulative return on net assets. These awards are accounted for as awards with performance conditions; compensation cost is recognized over the performance period based upon Wesco's determination of whether it is probable that the performance targets will be achieved.
During the three and six months ended June 30, 2022 and 2021, Wesco granted the following stock options, stock-settled stock appreciation rights, restricted stock units and performance-based awards at the following weighted-average fair values:
Three Months EndedSix Months Ended
June 30,
2022
June 30,
2021
June 30,
2022
June 30,
2021
Stock options granted— — 89,550 — 
Weighted-average fair value$— $— $57.26 $— 
Stock-settled stock appreciation rights granted— 3,398 — 139,592 
Weighted-average fair value$— $38.62 $— $33.19 
Restricted stock units granted— 6,861 224,946 307,583 
Weighted-average fair value$— $86.91 $122.11 $77.12 
Performance-based awards granted— 3,020 83,991 122,812 
Weighted-average fair value$— $86.91 $122.09 $76.76 
The fair values of stock options and stock-settled stock appreciation rights, as disclosed in the table above, were estimated using the following weighted-average assumptions in the respective periods:
Three Months EndedSix Months Ended
June 30,
2022
June 30,
2021
June 30,
2022
June 30,
2021
Risk free interest raten/a1.3 %1.9 %0.8 %
Expected life (in years)n/a777
Expected volatilityn/a42 %43 %41 %
The risk-free interest rate is based on the U.S. Treasury Daily Yield Curve as of the grant date. The expected life is based on historical exercise experience and the expected volatility is based on the volatility of the Company's daily stock price over the expected life preceding the grant date of the award.
The following table sets forth a summary of stock options for the six months ended June 30, 2022:
AwardsWeighted-
Average
Exercise
Price
Weighted-
Average
Remaining
Contractual Term (In years)
Aggregate
Intrinsic
Value
(In thousands)
Outstanding at December 31, 2021
— $—   
     Granted89,550 122.09   
     Exercised— —  
     Forfeited— —   
Outstanding at June 30, 2022
89,550 $122.09 9.6$— 
Exercisable at June 30, 2022
— $— 0$— 
The following table sets forth a summary of stock-settled stock appreciation rights for the six months ended June 30, 2022:
AwardsWeighted-
Average
Exercise
Price
Weighted-
Average
Remaining
Contractual Term (In years)
Aggregate
Intrinsic
Value
(In thousands)
Outstanding at December 31, 2021
1,370,388 $62.09   
     Granted— —   
     Exercised(57,324)65.06  
     Forfeited(2,423)69.44   
Outstanding at June 30, 2022
1,310,641 $61.94 5.7$59,184 
Exercisable at June 30, 2022
1,137,907 $61.73 5.3$51,630 
For the six months ended June 30, 2022, the aggregate intrinsic value of stock-settled stock appreciation rights exercised during such period was $3.9 million.
The following table sets forth a summary of time-based restricted stock units for the six months ended June 30, 2022:
AwardsWeighted-
Average
Fair
Value
Unvested at December 31, 2021
974,162 $53.48 
     Granted224,946 122.11 
     Vested(237,977)64.36 
     Forfeited(5,812)85.91 
Unvested at June 30, 2022
955,319 $66.73 
The following table sets forth a summary of performance-based awards for the six months ended June 30, 2022:
AwardsWeighted-
Average
Fair
Value
Unvested at December 31, 2021
380,819 $59.23 
     Granted83,991 122.09 
     Vested(115,394)54.64 
     Forfeited(2,834)76.80 
Unvested at June 30, 2022
346,582 $75.91 
Wesco recognized $15.8 million and $7.2 million of non-cash stock-based compensation expense for the three months ended June 30, 2022 and 2021, respectively, and $24.7 million and $13.2 million for the six months ended June 30, 2022 and 2021, respectively, which is included in selling, general and administrative expenses for all such periods. As of June 30, 2022, there was $71.4 million of total unrecognized compensation expense related to non-vested stock-based compensation arrangements for all awards previously made of which approximately $22.1 million is expected to be recognized over the remainder of 2022, $32.1 million in 2023, $15.4 million in 2024 and $1.8 million in 2025.