Quarterly report pursuant to Section 13 or 15(d)

Stock-Based Compensation

v3.23.1
Stock-Based Compensation
3 Months Ended
Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
Equity Incentive Plans
The Company issues stock-based compensation awards under the 2021 Omnibus Incentive Plan (“Omnibus Incentive Plan”), and prior to the IPO under the HireRight GIS Group Holdings LLC Equity Incentive Plan (“Equity Plan”). At March 31, 2023, the total number of shares authorized for issuance under the Omnibus Incentive Plan was 14.2 million shares and 7.3 million shares remain available for issuance.
Stock-Based Compensation Expense
Stock-based compensation expense recognized in the condensed consolidated statements of operations was as follows:
Three Months Ended March 31,
2023 2022
(in thousands)
Selling, general and administrative $ 3,181  $ 2,627 
Cost of services (exclusive of depreciation and amortization)
647  167 
Total stock-based compensation expense $ 3,828  $ 2,794 
Stock Options under the Equity Plan
For stock options issued under the Equity Plan that were outstanding and unvested as of March 31, 2023, the Company expects to recognize future compensation expense of $4.1 million over a weighted average remaining vesting period of 1.8 years.
Awards under the Omnibus Incentive Plan
The Company granted 46,081 options during the three months ended March 31, 2023 under the Omnibus Incentive Plan, with a weighted average grant date fair value of $3.96 calculated using the Black-Scholes option valuation model. For options under the Omnibus Incentive Plan outstanding and unvested as of March 31, 2023, the Company expects to recognize future compensation expense of $7.2 million over a weighted average remaining vesting period of 2.7 years.
The Company granted 3,171,925 restricted stock units (“RSU”), including the performance RSUs discussed below, with a weighted average grant date fair value of $9.06 per share during the three months ended March 31, 2023 under the Omnibus Incentive Plan. For RSUs outstanding and unvested as of March 31, 2023, the Company expects to recognize future compensation expense of $41.4 million over a weighted average remaining vesting period of 2.9 years.
On March 20, 2023, the Company approved a grant of a total of 2,561,275 performance RSUs. A total of 1,116,323 of these performance RSUs had a grant-date fair value of $5.67 per unit based on a Monte Carlo valuation model and may vest upon the achievement of a market condition related to total shareholder return, achievement of stock price targets of the Company's common stock, and subject to continued service. The expected stock-based compensation expense for the market condition performance RSUs is $6.3 million and is expected to be recognized over the period from grant date through March 2026. The remaining portion, 1,444,952 units, of these performance RSUs granted on March 20, 2023, had a grant date fair value of $10.90 per unit and may vest upon the achievement of AEBITDA performance targets and are subject to continued service. The expected stock-based compensation expense for the AEBITDA performance RSUs is $15.8 million and is expected to be recognized over the period from grant date through March 2026.