Equity awards compensation expense | Equity awards compensation expense The board of directors has been authorized by the general meeting of the shareholders to grant employee warrants (Bons de Souscription de Parts de Créateur d’Entreprise or "BSPCEs"), share options (Options de Souscription d'Actions or "OSAs"), restricted share units ("RSUs") and non-employee warrants ( Bons de Souscription d'Actions or "BSAs") . During the nine months ended September 30, 2016, there were four grants of RSUs and one grant of OSAs under the Employee Share Option Plan 8 and one grant of BSAs under the Plan E, as defined in Note 19 to our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2015: • On January 29, 2016, 33,010 RSUs were granted to senior management subject to achievement of internal performance objectives and continued employment. Based on the assumptions known as of September 30, 2016, we determined share-based compensation expense by applying a probability ratio on performance objectives completion. • On February 25, 2016, 181,885 RSUs were granted to Criteo employees subject to continued employment. • On April 20, 2016, 140,135 RSUs were granted to Criteo employees subject to continued employment and 9,100 BSAs were granted to a board member subject to continued engagement on the board of directors. • On June 28, 2016, 1,075,827 RSUs and 429,043 OSAs were granted to Criteo employees subject to continued employment. On June 29, 2016, the general meeting of the shareholders authorized the board of directors (i) to grant up to 4,600,000 OSAs and/or RSUs, each representing the right to receive one ordinary share and (ii) to grant up to 100,000 BSAs, each representing the right to receive one ordinary share (any BSAs granted will also be deducted from the 4,600,000 limit), such authorizations collectively referred to as "Plan 9". On July 28, 2016, the board of directors granted 247,100 RSUs and 147,400 OSAs to Criteo employees under the Plan 9. The vesting of these RSUs and OSAs is subject to continued employment and 195,250 RSUs are subject to achievement of internal performance objectives. Based on the assumptions known as of September 30, 2016, we determined share-based compensation expense by applying a probability ratio on performance objectives completion. There have been no changes in the vesting and method of valuation of the BSPCEs, OSAs, RSUs, or BSAs from what was disclosed in Note 19 to the consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2015, filed with the SEC on February 29, 2016. Change in Number of BSPCE/OSA/RSU/BSA OSA/BSPCE RSU BSA Total Balance at January 1, 2016 6,547,854 1,095,585 154,910 7,798,349 Granted 576,443 1,677,957 9,100 2,263,500 Exercised (1,252,610 ) — (13,000 ) (1,265,610 ) Forfeited (494,766 ) (133,232 ) (2,440 ) (630,438 ) Expired — — — — Balance at September 30, 2016 5,376,921 2,640,310 148,570 8,165,801 Breakdown of the Closing Balance OSA/BSPCE RSU BSA Number outstanding 5,376,921 2,640,310 148,570 Weighted-average exercise price € 23.94 NA € 15.06 Number exercisable 2,573,427 NA 112,536 Weighted-average exercise price € 17.04 NA € 10.71 Weighted-average remaining contractual life of options outstanding, in years 7.61 NA 6.83 Equity awards compensation expense Three Months Ended September 30, 2015 September 30, 2016 (in thousands) R&D S&O G&A Total R&D S&O G&A Total RSUs $ — $ — $ — $ — $ (3,295 ) $ (4,154 ) $ (2,471 ) $ (9,920 ) Share options / BSPCE (1,714 ) (1,715 ) (1,101 ) (4,530 ) (986 ) (720 ) (1,505 ) (3,211 ) Total share-based compensation (1,714 ) (1,715 ) (1,101 ) (4,530 ) (4,281 ) (4,874 ) (3,976 ) (13,131 ) BSAs — — (70 ) (70 ) — — (834 ) (834 ) Total equity awards compensation expense $ (1,714 ) $ (1,715 ) $ (1,171 ) $ (4,600 ) $ (4,281 ) $ (4,874 ) $ (4,810 ) $ (13,965 ) Nine Months Ended September 30, 2015 September 30, 2016 (in thousands) R&D S&O G&A Total R&D S&O G&A Total RSUs $ — $ — $ — $ — $ (6,010 ) $ (7,638 ) $ (4,755 ) $ (18,403 ) Share options / BSPCE (4,354 ) (8,072 ) (3,648 ) (16,074 ) (2,852 ) (3,114 ) (4,276 ) (10,242 ) Total share-based compensation (4,354 ) (8,072 ) (3,648 ) (16,074 ) (8,862 ) (10,752 ) (9,031 ) (28,645 ) BSAs — — (168 ) (168 ) — — (1,385 ) (1,385 ) Total equity awards compensation expense $ (4,354 ) $ (8,072 ) $ (3,816 ) $ (16,242 ) $ (8,862 ) $ (10,752 ) $ (10,416 ) $ (30,030 ) |