Management Compensation Plans

General Plan Description

The 2018 GIP enables the compensation committee of the Board of Directors (and the Board of Directors as to non-management directors) to award incentive and nonqualified stock options, stock appreciation rights, shares of Common Stock, restricted stock awards, RSUs and incentive bonuses (which may be paid in cash or stock or a combination thereof), any of which may be performance-based, with vesting and other award provisions that provide effective incentive to Company employees (including officers), non-management directors and other service providers.

Total shares available for awards and total shares subject to outstanding awards are as follows:



	As of December 31, 2019
	Shares Available for Awards	Shares Subject to Outstanding Awards
2018 GIP	6,244,945	473,903
2009 GIP	—	959,696

Restricted Stock Units

A summary of changes in nonvested performance-based RSUs outstanding is as follows:



	Number of Units		Weighted Average Grant Date Fair Value
	(In thousands)		(In $)
As of December 31, 2018	812		75.25
Granted	259		92.61
Additional performance-based RSUs granted⁽¹⁾	330		56.14
Vested	(663	)	56.14
Forfeited	(88	)	90.70
As of December 31, 2019	650		89.86

______________________________


⁽¹⁾	Represents additional 2016 performance-based RSU grants that were awarded in 2019 as a result of achieving internal profitability targets.

The fair value of shares vested for performance-based RSUs is as follows:



	Year Ended December 31,
	2019	2018	2017
	(In $ millions)
Total	66	8	42

A summary of changes in nonvested time-based RSUs outstanding is as follows:



	Number of Units		Weighted Average Grant Date Fair Value
	(In thousands)		(In $)
As of December 31, 2018	386		86.69
Granted	228		96.22
Vested	(188	)	80.95
Forfeited	(25	)	90.42
As of December 31, 2019	401		94.56

The fair value of shares vested for time-based RSUs is as follows:



	Year Ended December 31,
	2019	2018	2017
	(In $ millions)
Total	20	21	12

The weighted average grant date fair value of RSUs granted is as follows:



	Year Ended December 31,
	2019	2018	2017
	(In $ millions)
Total	46	48	59

As of December 31, 2019, there was $42 million of unrecognized compensation cost related to RSUs, excluding actual forfeitures, which is expected to be recognized over a weighted average period of 2 years.

The Company realized income tax benefits from RSU vestings as follows:



	Year Ended December 31,
	2019	2018	2017
	(In $ millions)
Income tax benefit realized	6	7	9

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.

Celanese Corp Stock Compensation Disclosure

About Stock Compensation Disclosures

Other Available Disclosures