21. STOCK OPTION AND STOCK UNIT PLANS

We maintain three primary vehicles under our long-term incentive plan (the Plan): ISOs, PSUs and RSUs. Total stock-based compensation expense recorded for the years ended December 31, 2025, 2024 and 2023 was $285 million, $186 million and $154 million, respectively. The number of common shares authorized for share-settled awards under the Plan was 181 million as at December 31, 2025, 2024 and 2023.

INCENTIVE STOCK OPTIONS

Certain key employees are granted ISOs to purchase common shares at the grant date market price. ISOs vest in equal annual installments over a four-year period and expire 10 years after the issue date.


December 31, 2025	Number	Weighted Average Exercise Price	Weighted Average Remaining Contractual Life (years)	Aggregate Intrinsic Value
(number of options in thousands; weighted average exercise price in Canadian dollars; intrinsic value in millions of Canadian dollars)
Options outstanding at beginning of year	25,324	50.31
Options granted	3,146	60.13
Options exercised1	(10,200)	51.03
Options cancelled or expired	(584)	56.25
Options outstanding at end of year	17,686	51.45	6.3	214
Options vested at end of year2	8,780	50.17	4.7	116

The total intrinsic value of ISOs exercised during the years ended December 31, 2025, 2024 and 2023 was $123 million, $18 million and $2 million, respectively, and cash received on exercise was $28 million, $1 million and nil, respectively.

The total fair value of ISOs vested during the years ended December 31, 2025, 2024 and 2023 was $17 million, $17 million and $20 million, respectively.

Weighted average assumptions used to determine the fair value of ISOs granted using the Black-Scholes-Merton model are as follows:


Year ended December 31,	2025	2024	2023
Fair value per option (Canadian dollars)1	6.97	4.07	6.05
Valuation assumptions
Expected option term (years)2	6	6	6
Expected volatility3	21.2%	21.1%	22.2%
Expected dividend yield4	6.3%	8.1%	6.7%
Risk-free interest rate5	3.6%	3.8%	3.5%

Options granted to US employees are based on the NYSE prices. The option value and assumptions shown are based on a weighted average of the US and Canadian options. The fair value per option for the years ended December 31, 2025, 2024 and 2023 were $5.76, $3.53 and $5.38, respectively, for Canadian employees and US$5.88, US$3.58 and US$5.23, respectively, for US employees.

The expected option term is six years based on historical exercise practice and five years for retirement eligible employees.

Expected volatility is determined with reference to historic daily share price volatility and consideration of the implied volatility observable in call option values near the grant date.

The expected dividend yield is the current annual dividend at the grant date divided by the current stock price.

The risk-free interest rate is based on the Government of Canada's Canadian bond yields and the US Treasury bond yields at the grant date.

Compensation expense recorded for the years ended December 31, 2025, 2024 and 2023 for ISOs was $21 million, $19 million and $18 million, respectively. As at December 31, 2025, unrecognized compensation expense related to non-vested ISOs was $12 million. The expense is expected to be fully recognized over a weighted average period of approximately two years.

PERFORMANCE STOCK UNITS

PSUs are granted to certain key employees where cash awards are paid following a three-year performance cycle. Awards are calculated by multiplying the number of units outstanding at the end of the performance period by Enbridge's weighted average share price for 20 days prior to the maturity of the grant and by a performance multiplier. The performance multiplier ranges from zero, if our performance fails to meet threshold performance levels, to a maximum of 2.0 if we perform within the highest range of the performance targets. The performance multiplier is derived through a calculation of our Total Shareholder Return percentile rank relative to a specified peer group of companies and our distributable cash flow per share, adjusted for unusual, infrequent or other non-operating factors, relative to targets established at the time of grant, as well as a greenhouse gas reduction component. To calculate the 2025 expense, a multiplier of 1.68 was used for 2025 PSU grants, 1.82 for 2024 PSU grants and 1.32 for 2023 PSU grants.


December 31, 2025	Number	Weighted Average Remaining Contractual Life (years)	Aggregate Intrinsic Value
(number of units in thousands; intrinsic value in millions of Canadian dollars)
Units outstanding at beginning of year	3,402
Units granted	1,071
Units cancelled	(101)
Units matured1	(938)
Dividend reinvestment	195
Units outstanding at end of year	3,629	1.9	386

The total amount paid during the years ended December 31, 2025, 2024 and 2023 for PSUs was $60 million, $65 million and $123 million, respectively.

Compensation expense recorded for the years ended December 31, 2025, 2024 and 2023 for PSUs was $164 million, $75 million and $59 million, respectively. As at December 31, 2025, unrecognized compensation expense related to non-vested PSUs was $100 million. The expense is expected to be fully recognized over a weighted average period of approximately one-and-a-half years.

RESTRICTED STOCK UNITS

Employees may also be granted cash-settled or share-settled RSUs under the Plan. Share-settled awards granted to non-executive senior management employees vest following a three-year maturity period. Share-settled units are also granted to non-executive employees and vest either on each of the first, second and third anniversaries of the grant date, or following a 12-month period. Cash-settled RSUs are given to non-executive employees and are paid in equal installments on each of the first, second and third anniversaries of the grant date.

RSU holders receive cash or shares equal to Enbridge's weighted average share price for 20 days prior to the maturity of the grant multiplied by the number of units outstanding on the maturity date.


December 31, 2025	Number	Weighted Average Grant Date Fair Value1	Weighted Average Remaining Contractual Life (years)	Aggregate Intrinsic Value
(number of units in thousands; intrinsic value in millions of Canadian dollars)
Units outstanding at beginning of year	3,591	51.10
Units granted	1,435	59.30
Units cancelled or expired	(130)	52.98
Units matured2	(1,680)	50.95
Dividend reinvestment	212	52.60
Units outstanding at end of year	3,428	53.54	0.9	184

Weighted average grant date fair value excludes cash-settled units.

The total amount paid during the years ended December 31, 2025, 2024 and 2023 for RSUs was $23 million, $40 million and $56 million, respectively.

Compensation expense recorded for the years ended December 31, 2025, 2024 and 2023 for RSUs was $100 million, $92 million and $77 million, respectively. As at December 31, 2025, unrecognized compensation expense related to non-vested RSUs was $63 million. The expense is expected to be fully recognized over a weighted average period of approximately one-and-a-half years.

Historical Timeline

Fiscal Year	Filed
2025	Feb 13, 2026	Showing above
2024	Feb 14, 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.

ENBRIDGE INC Stock Compensation Disclosure

Historical Timeline

About Stock Compensation Disclosures

Other Available Disclosures