v3.26.1
Stock-Based Compensation
3 Months Ended
Mar. 31, 2026
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Stock-Based Compensation Stock-Based Compensation
The Company has a stock-based compensation plan available to grant RSUs, PSUs, stock-settled appreciation rights, NQs, and other stock-based awards to key employees, non-employee directors, advisors, and consultants.
Under the Amended and Restated 2006 Equity Incentive Plan, a maximum of 15.7 million shares of common stock may be awarded. As of March 31, 2026, based on the number of awards granted at target performance levels, 9.0 million shares remained available.
Incentive Equity Awards Granted by the Company
During the three months ended March 31, 2026, the Company granted incentive equity awards to key employees and senior officers of $47 million in the form of RSUs and $20 million in the form of PSUs, based on target performance. Of these awards, the majority of RSUs will vest ratably over a period of four years and the majority of the PSUs will cliff vest on the third anniversary of the grant date, contingent upon the Company achieving certain performance metrics, with a maximum vesting of 200%.
During the three months ended March 31, 2025, the Company granted incentive equity awards to key employees and senior officers of $34 million in the form of RSUs and $10 million in the form of PSUs, contingent upon the Company achieving certain performance metrics, with a maximum vesting of 200%.
The activity related to incentive equity awards granted by the Company to key employees and senior officers for the three months ended March 31, 2026, consisted of the following (in millions, except grant prices):
 Balance, December 31, 2025Granted
Performance Adjustment (a)
Vested /Exercised (b)
Cancelled / Forfeited (c)
 Balance, March 31, 2026
RSUs
Number of RSUs1.7 0.7 — (0.6)— 1.8 
(d)
Weighted average grant price$49.64 $71.50 $— $48.17 $— $58.17 
PSUs
Number of PSUs0.9 0.3 (0.3)(0.2)— 0.7 
(e)
Weighted average grant price$46.08 $71.50 $43.33 $42.18 $— $58.64 
NQs
Number of NQs0.9 — — (0.1)— 0.8 
(f)
Weighted average grant price$43.97 $— $— $44.38 $— $43.93 
(a)Represents a reduction to shares awarded as the Company did not achieve the target performance metrics at the end of the associated performance period.
(b)Upon exercise of NQs and vesting of RSUs and PSUs, the Company issues new shares to participants.
(c)The Company recognizes cancellations and forfeitures as they occur.
(d)Aggregate unrecognized compensation expense related to RSUs was $93 million as of March 31, 2026, which is expected to be recognized over a weighted average period of 3.0 years.
(e)The aggregate unrecognized compensation expense related to PSUs was $42 million as of March 31, 2026, which is expected to be recognized over a weighted average period of 2.4 years.
(f)There were 0.8 million NQs which were exercisable as of March 31, 2026. These exercisable NQs will expire over a weighted average period of 4.0 years and carry a weighted average grant date fair value of $9.10. There was no unrecognized compensation expense for NQs as of March 31, 2026.
The Company did not grant any stock options during the three months ended March 31, 2026 or 2025. The fair value of stock options granted by the Company prior to 2025 was estimated on the date of grant using the Black-Scholes option-pricing model with the relevant weighted average assumptions. Expected volatility was based on both historical and implied volatilities of the Company’s stock and the stock of comparable companies over the estimated expected life for options. The expected life represented the period of time these awards were expected to be outstanding. The risk-free interest rate was based on yields on U.S. Treasury strips with a maturity similar to the estimated expected life of the options. The projected dividend yield was based on the Company’s anticipated annual dividend divided by the price of the Company’s stock on the date of the grant.
The Company received $4 million and $2 million from option exercises during the three months ended March 31, 2026 and 2025. The total intrinsic value of options exercised was $3 million and $1 million during the three months ended March 31, 2026 and 2025. The vest date fair value of shares that vested during the three months ended March 31, 2026 and 2025 was $41 million and $50 million.
Stock-Based Compensation Expense
The Company recorded stock-based compensation expense of $13 million and $14 million during the three months ended March 31, 2026 and 2025 related to incentive equity awards granted to key employees, senior officers, and non-employee directors. During both the three months ended March 31, 2026 and 2025, the Company recognized $4 million of tax benefits associated with stock-based compensation.
The Company paid $16 million and $13 million of taxes for the net share settlement of incentive equity awards that vested during the three months ended March 31, 2026 and 2025. Such amounts are included within Financing activities on the Condensed Consolidated Statements of Cash Flows.