Stock-based Compensation | Note 10: A summary of our aggregate stock-based compensation expense is set forth below. Stock-based compensation expense is included in corporate, general and administrative expenses on our consolidated statements of operations. Six months ended December 31, Three months ended December 31, 2022 2021 2022 2021 in thousands in thousands Stock options $ 533 $ 90 $ 261 $ 90 Profits interests units 456 1,029 202 439 Restricted stock units 1,523 622 749 254 Total stock-based compensation expense $ 2,512 $ 1,741 $ 1,212 $ 783 2020 Equity Incentive Plan Profits Interests TCO Group Holdings, L.P. (the “LP”), the Company’s largest shareholder and prior to the IPO, the Company’s parent, maintains the 2020 Equity Incentive Plan pursuant to which interests in the LP in the form of Class B Units (profits interests) could be granted to employees, directors, consultants, and advisers. A maximum number of 16,162,177 Class B Units were authorized for grant under the 2020 Equity Incentive Plan. As of December 31, 2022, a total of 13,009,137 profits interests units had been granted under the 2020 Equity Incentive Plan. The Company used the Monte Carlo option model to determine the fair value of the profits interests units at the time of the grant. There were no grants following the IPO and during the six months ended December 31, 2022. A summary of profits interests activity for the six months ended December 31, 2022 was as follows: Number of Weighted average Time-based unit awards units grant date fair value Outstanding balance, June 30, 2022 2,158,072 $ 1.28 Granted — $ — Forfeited (49,654) $ 1.28 Vested (844,081) $ 1.28 Outstanding balance, December 31, 2022 1,264,337 $ 1.28 Number of Weighted average Performance-based unit awards units grant date fair value Outstanding balance, June 30, 2022 2,217,865 $ 0.57 Granted — $ — Forfeited (99,307) $ 0.57 Vested — $ — Outstanding balance, December 31, 2022 2,118,558 $ 0.57 The total unrecognized compensation cost related to profits interests units outstanding as of December 31, 2022 was $2.5 million, comprised (i) $1.3 million related to time-based unit awards expected to be recognized over a weighted-average period of 0.9 years and (ii) $1.2 million related to performance-based unit awards, which will be recorded when it is probable that the performance-based criteria will be met. 2021 Omnibus Incentive Plan In March 2021, the compensation committee of our Board of Directors approved the InnovAge Holding Corp. 2021 Omnibus Incentive Plan (the “2021 Omnibus Incentive Plan”), pursuant to which various stock-based awards may be granted to employees, directors, consultants, and advisers. The total number of shares of the Company’s common stock authorized under the 2021 Omnibus Incentive Plan is 14,700,000. The Company has issued time-based restricted stock units under this plan to its employees which generally vest (i) on March 4, 2023, the second anniversary of the grant date, or (ii) over a three-year period with one Restricted Stock Units A summary of time-based vesting restricted stock units activity for the six months ended December 31, 2022 was as follows: Weighted average Number of grant-date fair Restricted stock units - time based awards value per share Outstanding balance, June 30, 2022 476,768 $ 9.69 Granted 986,200 $ 5.97 Forfeited (155,741) $ 5.48 Vested (97,727) $ 4.50 Outstanding balance, December 31, 2022 1,209,500 $ 6.41 The total unrecognized compensation cost related to time based restricted stock units outstanding as of December 31, 2022 was $5.1 million and is expected to be recognized over a weighted-average period of 2.3 years. A summary of performance based vesting restricted stock units activity for the six months ended December 31, 2022 was as follows: Weighted average Number of grant-date fair Restricted stock units - performance based awards value per share Outstanding balance, June 30, 2022 258,767 $ 5.18 Granted — $ — Forfeited — $ — Vested — $ — Outstanding balance, December 31, 2022 258,767 $ 5.18 The total unrecognized compensation cost related to performance based vesting restricted stock units outstanding as of December 31, 2022 was $1.0 million and is expected to be recognized over a weighted-average period of 2.8 years. Nonqualified Stock Options A summary of time-based vesting stock option activity for the six months ended December 31, 2022 was as follows: Weighted average Number of grant-date fair Stock options - time based awards value per share Outstanding balance, June 30, 2022 554,499 $ 1.61 Granted 81,082 $ 0.80 Forfeited — $ — Vested (138,624) $ 0.28 Outstanding balance, December 31, 2022 496,957 $ 0.90 The total unrecognized compensation cost related to time-based vesting stock options outstanding as of December 31, 2022 was $0.5 million and is expected to be recognized over a weighted-average period of 2.4 years. The fair value of the time-based stock options granted during the six months ended December 31, 2022, was based upon the Black-Scholes option pricing model using the assumptions in the following table: 2022 Expected volatility 34.5 % Weighted-average expected life (years) - time vesting units 2.9 Interest rate 1.56 % Dividend yield 0 % Weighted-average fair values $ 0.80 Fair value of underlying stock $ 3.70 A summary of performance-based vesting stock option activity for the six months ended December 31, 2022 was as follows: Weighted average Number of grant-date fair Stock options - performance based awards value per share Outstanding balance, June 30, 2022 776,299 $ 3.08 Granted — $ — Forfeited — $ — Vested — $ — Outstanding balance, December 31, 2022 776,299 $ 3.08 The total unrecognized compensation cost related to performance-based vesting stock options outstanding as of December 31, 2022 was $1.7 million and is expected to be recognized over a weighted-average period of 2.9 years. |