BLACKSTONE MORTGAGE TRUST, INC.BXMT

BLACKSTONE MORTGAGE TRUST, INC. Stock Compensation Disclosure

10-KFiled Feb 11, 20262 min read
STOCK-BASED INCENTIVE PLANS
We are externally managed by our Manager and do not currently have any employees. However, as of December 31, 2025,
our Manager, certain individuals employed by an affiliate of our Manager, and certain members of our board of directors
were compensated, in part, through our issuance of stock-based instruments.
Under our two current stock incentive plans, a maximum of 10,400,000 shares of our class A common stock may be issued
to our Manager, our directors and officers, and certain employees of affiliates of our Manager. As of December 31, 2025,
there were 5,075,887 shares available under our current stock incentive plans.
The following table details the movement in our outstanding shares of restricted class A common stock and the weighted-
average grant date fair value per share:
Restricted Class A
Common Stock
Weighted-Average
Grant Date Fair
Value Per Share
Balance as of December 31, 2023
2,180,181
$24.41
Granted
1,324,830
19.88
Vested
(1,259,768)
25.24
Forfeited
(102,484)
24.18
Balance as of December 31, 2024
2,142,759
$21.13
Granted
1,418,494
19.63
Vested
(1,331,028)
21.22
Forfeited
(55,294)
19.33
Balance as of December 31, 2025
2,174,931
$20.14
These shares generally vest in installments over a period of three years, pursuant to the terms of the respective award
agreements and the terms of our current stock incentive plans. The 2,174,931 shares of restricted class A common stock
outstanding as of December 31, 2025 will vest as follows: 1,160,893 shares will vest in 2026; 712,962 shares will vest in
2027; and 301,076 shares will vest in 2028. As of December 31, 2025, total unrecognized compensation cost relating to
unvested share-based compensation arrangements was $42.0 million based on the grant date fair value of shares granted.
This cost is expected to be recognized over a weighted-average period of 1.2 years from December 31, 2025.

Historical Timeline

Fiscal YearFiled
2025Feb 11, 2026Showing above
2024Feb 12, 2025

About Stock Compensation Disclosures

Stock-based compensation disclosures detail the equity awards granted to employees and executives — including stock options, restricted stock units (RSUs), and performance shares — along with the valuation methods and assumptions used to expense them. This section reveals the true cost of talent retention and the alignment between management incentives and shareholder interests.

Key signals: total unrecognized compensation expense and its expected recognition period signal future earnings headwinds from already-granted awards. For stock options, examine Black-Scholes assumptions — expected volatility, risk-free rate, and expected term — as understating any of these reduces reported compensation expense. Compare stock compensation expense as a percentage of revenue against peers to assess dilution cost. Watch vesting schedules for acceleration clauses tied to change-of-control events. Performance-based awards with undemanding targets may indicate weak governance. Add back stock compensation to operating cash flow to calculate a more conservative free cash flow figure.

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