Annual report pursuant to Section 13 and 15(d)

Stock-Based Compensation

v3.25.0.1
Stock-Based Compensation
12 Months Ended
Dec. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation

14. Stock-Based Compensation

The 2014 Plan

Under the 2014 Stock Option Plan of Hotshine Holdings, Inc. (the “2014 Plan”), the Company may grant incentive stock options or nonqualified stock options to purchase common shares of the Company to its employees, directors, officers, outside advisors and non-employee consultants.

All stock options granted under the 2014 Plan are equity-classified and have a contractual life of ten years. Under the 2014 Plan, 60% of the shares in a grant contain service-based vesting conditions and vest ratably over a five-year period and 40% of the shares in a grant contain performance-based vesting conditions (“Performance Vesting Options”).

The 2021 Plan

In June 2021, the Board adopted the 2021 Incentive Award Plan (the “2021 Plan”), which was subsequently approved by the Company's stockholders and became effective on June 25, 2021. Under the 2021 Plan, the Company may grant incentive stock options, nonqualified stock options, restricted stock units (“RSUs”), restricted stock, and other stock- or cash-based awards to its employees, directors, officers, and non-employee consultants. Initially, the maximum number of shares of the Company’s common stock that may be issued under the 2021 Plan is 29,800,000 new shares of common stock, which includes 256,431 shares of common stock that remained available for issuance under the 2014 Plan at June 25, 2021. Any shares of common stock subject to outstanding stock awards granted under the 2014 Plan and, following June 25, 2021, terminate, expire or are otherwise forfeited, reacquired or withheld will become available for issuance under the 2021 Plan.

All stock options granted under the 2021 Plan are equity-classified and have a contractual life of ten years. Under the 2021 Plan, the stock options contain service-based vesting conditions and generally vest ratably over a three- to five-year period (collectively with stock options under the 2014 Plan, the “Time Vesting Options”). The exercise prices for stock options granted under the 2021 Plan were not less than the fair market value of the common stock of the Company on the date of grant.

RSUs granted under the 2021 Plan are equity-classified and contain service-based conditions and generally vest ratably over one- to five-year periods. Each RSU represents the right to receive one share of the Company’s common stock upon vesting. The fair value is calculated based upon the Company’s closing stock price on the date of grant, and the stock-based compensation expense is recognized over the requisite service period, which is generally the vesting period.

The 2021 ESPP

In June 2021, the Board adopted the 2021 Employee Stock Purchase Plan (“2021 ESPP”), which was subsequently approved by the Company’s stockholders and became effective in June 2021. The 2021 ESPP authorizes the initial issuance of up to 5,000,000 shares of the Company’s common stock to eligible employees of the Company or, as designated by the Board, employees of a related company. The 2021 ESPP provides for offering periods not to exceed 27 months, and each offering period will include purchase periods. The Company determined that offering

periods would commence at approximately the six-month period beginning with an enrollment date and ending with the next exercise date.

The 2021 ESPP provides that the number of shares reserved and available for issuance under the 2021 ESPP will automatically increase on January 1 of each calendar year from January 1, 2022 through January 1, 2031 by an amount equal to the lesser of (i) 0.5% of the outstanding number of shares of common stock on the immediately preceding December 31 and (ii) such lesser number of shares of common stock as determined by the Board.

Share-Based Payment Valuation

The grant date fair value of Time Vesting Options granted and stock purchase rights granted under the 2021 ESPP are determined using the Black-Scholes option-pricing model.

2021 ESPP Valuation

The following table presents, on a weighted-average basis, the assumptions used in the Black-Scholes option-pricing model to determine the grant date fair value of stock purchase rights granted under the 2021 ESPP Plan during the period presented as follows:

 

 

Year Ended December 31,

 

 

2024

 

2023

Expected volatility

 

38.34% - 55.99%

 

36.30% - 55.99%

Risk-free interest rate

 

4.44% - 5.41%

 

4.53% - 5.38%

Expected term (in years)

 

0.49 - 0.50

 

0.49 - 0.50

Expected dividend yield

 

None

 

None

Time Vesting Options

The following table presents, on a weighted-average basis, the assumptions used in the Black-Scholes option-pricing model to determine the grant date fair value of Time Vesting Options granted under the 2014 Plan and 2021 Plan during the periods presented as follows:

 

 

Year Ended December 31,

 

 

2024

 

2023

 

2022

Expected volatility

 

45.98% - 46.18%

 

43.74% - 46.58%

 

35.63% - 36.95%

Risk-free interest rate

 

4.08% - 4.52%

 

3.68% - 4.21%

 

2.96% - 3.65%

Expected term (in years)

 

6.0

 

6.0 - 6.26

 

6.0 - 6.26

Expected dividend yield

 

None

 

None

 

None

 

Stock Options

A summary of the Company’s stock option activity during the most recent period presented is as follows:

 

 

Time Vesting Options

 

 

Performance Vesting Options

 

 

Total Number of Stock Options

 

 

Weighted-Average Exercise Price

 

Outstanding as of December 31, 2023

 

 

11,744,894

 

 

 

7,705,114

 

 

 

19,450,008

 

 

$

3.21

 

Granted

 

 

1,652,611

 

 

 

 

 

 

1,652,611

 

 

$

7.05

 

Exercised

 

 

(3,864,216

)

 

 

(5,807,647

)

 

 

(9,671,863

)

 

$

0.79

 

Forfeited

 

 

(395,295

)

 

 

 

 

 

(395,295

)

 

$

9.36

 

Outstanding as of December 31, 2024

 

 

9,137,994

 

 

 

1,897,467

 

 

 

11,035,461

 

 

$

5.70

 

Options vested or expected to vest as of
   December 31, 2024

 

 

8,772,035

 

 

 

1,897,467

 

 

 

10,669,502

 

 

$

8.75

 

Options exercisable as of December 31, 2024

 

 

5,593,039

 

 

 

1,897,467

 

 

 

7,490,506

 

 

$

4.21

 

The number and weighted-average grant date fair value of stock options during the most recent period presented is as follows:

 

 

Number of Stock Options

 

 

Weighted-Average
Grant Date Fair Value

 

 

 

Time Vesting Options

 

 

Performance Vesting Options

 

 

Time Vesting Options

 

 

Performance Vesting Options

 

Non-vested as of December 31, 2023

 

 

3,629,454

 

 

 

 

 

$

4.39

 

 

 

 

Granted

 

 

1,652,611

 

 

 

 

 

$

3.13

 

 

 

 

Vested

 

 

(1,419,644

)

 

 

 

 

$

3.93

 

 

 

 

Forfeited

 

 

(317,465

)

 

 

 

 

$

4.19

 

 

 

 

Non-vested as of December 31, 2024

 

 

3,544,956

 

 

 

 

 

$

4.05

 

 

 

 

The total grant date fair value of Time Vesting Options granted during the year ended December 31, 2024 was approximately $5,069. The total intrinsic value of options exercised during the years ended December 31, 2024, 2023 and 2022 was $65,821, $54,975 and $63,104, respectively.

The fair value of stock options vested during the years ended December 31, 2024, 2023 and 2022 was $10,227, $10,611 and $19,717, respectively.

The weighted-average fair value of time vesting options granted in 2024, 2023 and 2022, estimated on the dates of grant using the Black-Scholes option pricing model, was $3.13, $4.35 and $4.85, respectively.

As of December 31, 2024 and 2023, the weighted-average remaining contractual life of outstanding stock options was approximately 5.41 years and 3.67 years.

As of December 31, 2024 and 2023, the weighted-average remaining contractual life of currently exercisable stock options was approximately 4.05 years and 2.86 years.

Restricted Stock Units

The following table summarizes our RSU activity during the periods presented as follows:

 

 

Restricted Stock Units

 

 

Weighted-Average Grant Date Fair Value

 

Unvested as of December 31, 2023

 

 

3,718,505

 

 

$

9.98

 

Granted

 

 

3,118,429

 

 

 

7.06

 

Vested

 

 

(1,390,754

)

 

 

10.59

 

Forfeited

 

 

(633,699

)

 

 

8.56

 

Unvested as of December 31, 2024

 

 

4,812,481

 

 

$

8.10

 

The total fair value of RSUs that vested during the year ended December 31, 2024 was $9,909.

As of December 31, 2024 and 2023, the weighted-average remaining contractual life of outstanding RSUs was approximately 8.89 years and 8.97 years, respectively.

Stock-Based Compensation Expense

The Company estimated a forfeiture rate of 10.03% for awards with service-based vesting conditions based on historical experience and future expectations of the vesting of these share-based payments. The Company used this rate as an assumption in calculating stock-based compensation expense for Time Vesting Options, RSUs, and stock purchase rights granted under the 2021 ESPP.

Total stock-based compensation expense, by caption, recorded in the consolidated statements of operations for the periods presented is as follows:

 

 

Year Ended December 31,

 

 

 

2024

 

 

2023

 

 

2022

 

Cost of labor and chemicals

 

$

10,403

 

 

$

8,879

 

 

$

8,349

 

General and administrative

 

 

15,160

 

 

 

15,122

 

 

 

13,956

 

Total stock-based compensation expense

 

$

25,563

 

 

$

24,001

 

 

$

22,305

 

Income tax benefit for stock-based compensation expense

 

$

(4,524

)

 

$

(4,380

)

 

$

(3,932

)

 

Total stock-based compensation expense, by award type, recorded in the consolidated statements of operations for the periods presented is as follows:

 

 

Year Ended December 31,

 

 

 

2024

 

 

2023

 

 

2022

 

Time Vesting Options

 

$

6,156

 

 

$

6,812

 

 

$

6,922

 

RSUs

 

 

18,596

 

 

 

16,230

 

 

 

13,984

 

2021 ESPP

 

 

811

 

 

 

959

 

 

 

1,399

 

Total stock-based compensation expense

 

$

25,563

 

 

$

24,001

 

 

$

22,305

 

As of December 31, 2024, total unrecognized compensation expense related to unvested Time Vesting Options was $5,679, which is expected to be recognized over a weighted-average period of 1.99 years.

As of December 31, 2024, there was no unrecognized compensation expense related to unvested Performance Vesting Options as the completion of the IPO satisfied the performance condition and as a result, all outstanding Performance Vesting Options vested.

As of December 31, 2024, total unrecognized compensation expense related to unvested RSUs was $17,625, which is expected to be recognized over a weighted-average period of 2.05 years.

As of December 31, 2024, total unrecognized compensation expense related to unvested stock purchase rights under the 2021 ESPP was $307, which is expected to be recognized over a weighted-average period of 0.37 years.