PLAYSTUDIOS, Inc.MYPS
PLAYSTUDIOS, Inc. Stock Compensation Disclosure
NOTE 19—STOCK-BASED COMPENSATION
2011 and 2021 Equity Incentive Plans
The Company has two equity incentive plans: Old PLAYSTUDIOS' 2011 Omnibus Stock and Incentive Plan (the “2011 Plan”) and the 2021 Equity Incentive Plan (the “2021 Plan”). The 2021 Plan provides for the grant of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units and other stock awards, and performance awards to employees, officers, non-employee directors and independent service providers of the Company. The 2021 Plan replaced the 2011 Plan in June 2021. No additional awards will be available for future issuance under the 2011 Plan.
The number of shares of Class A common stock available under the 2021 Plan will increase annually on the first day of each calendar year, beginning with the calendar year ended December 31, 2022, with such annual increase equal to the lesser of (i) 5% of the number of shares of common stock issued and outstanding on the last business day of the immediately preceding fiscal year and (ii) an amount determined by the Company's Board of Directors. If any award (or any award under the 2011 Plan) is forfeited, cancelled, expires, terminates or otherwise lapses or is settled in cash, in whole or in part, without the delivery of Class A common stock or Class B common stock, then the shares (including both the Class A common stock and Class B common stock) covered by such forfeited, expired, terminated or lapsed award shall again be available as shares for grant under the 2021 Plan.
As of December 31, 2024, a total of 37.5 million shares of the Company’s Class A common stock had been allocated to awards granted under the 2021 Plan and 13.5 million of those shares remained available for future grants.
Stock-Based Compensation
The following table summarizes stock-based compensation expense that the Company recorded in loss from operations for the periods shown:
| Years Ended December 31, | |||||||||||
| 2024 | 2023 | ||||||||||
| Selling and marketing | $ | 1,268 | $ | 621 | |||||||
| General and administrative | 10,187 | 9,236 | |||||||||
| Research and development | 6,658 | 8,865 | |||||||||
| Stock-based compensation expense | $ | 18,113 | $ | 18,722 | |||||||
| Capitalized stock-based compensation | $ | 1,308 | $ | 1,800 | |||||||
Stock Options
All of the options granted under the 2011 Plan have time-based vesting periods vesting over a period of to four years and a maximum term of 10 years from the grant date.
The following is a summary of stock option activity for time-based options for the year ended December 31, 2024 (in thousands, except weighted-average exercise price and weighted average remaining contractual term).
| No. of Options | Weighted-Average Exercise Price | Weighted-Average Remaining Contractual Term (in Years) | Aggregate Intrinsic Value | ||||||||||||||||||||
| Outstanding - December 31, 2022 | 9,222 | $ | 1.11 | ||||||||||||||||||||
Granted | — | $ | — | ||||||||||||||||||||
Exercised | (3,672) | $ | 0.85 | 12,257 | |||||||||||||||||||
Forfeited | (79) | $ | 1.89 | ||||||||||||||||||||
Expired | (76) | $ | 1.63 | ||||||||||||||||||||
| Outstanding - December 31, 2023 | 5,395 | $ | 1.27 | 4.1 | |||||||||||||||||||
| Granted | — | — | |||||||||||||||||||||
| Exercised | (287) | 1.00 | 280 | ||||||||||||||||||||
| Forfeited | (2) | 6.18 | |||||||||||||||||||||
| Expired | (36) | 2.77 | |||||||||||||||||||||
| Outstanding - December 31, 2024 | 5,070 | 1.28 | 2.9 | $ | 3,606 | ||||||||||||||||||
| Unvested - December 31, 2024 | 1 | 7.85 | 6.1 | — | |||||||||||||||||||
| Exercisable - December 31, 2024 | 5,069 | 1.28 | 2.9 | 3,606 | |||||||||||||||||||
As of December 31, 2024, there were 5.1 million options outstanding, of which 3.2 million options are issuable into Class A common stock and 1.9 million options are issuable into Class B common stock. As of December 31, 2024, there was an immaterial amount of unrecognized compensation expense related to stock options granted to employees.
Restricted Stock Units ("RSUs")
The following is a summary of RSU activity for the year ended December 31, 2024 (in thousands, except weighted-average grant date fair value):
| No. of RSUs | Weighted-Average Grant Date Fair Value | Total Fair Value of Shares Vested | |||||||||||||||
| Outstanding - December 31, 2022 | 11,521 | $ | 4.28 | ||||||||||||||
Granted | 4,704 | 3.87 | |||||||||||||||
Vested | (3,239) | 4.26 | $ | 13,788 | |||||||||||||
Forfeited | (1,284) | 4.12 | |||||||||||||||
| Outstanding - December 31, 2023 | 11,702 | $ | 4.15 | ||||||||||||||
| Granted | 8,639 | 1.99 | |||||||||||||||
| Vested | (5,832) | 3.88 | $ | 22,639 | |||||||||||||
| Forfeited | (1,789) | 3.56 | |||||||||||||||
| Outstanding - December 31, 2024 | 12,720 | $ | 2.87 | ||||||||||||||
As of December 31, 2024, there was approximately $26.4 million of total unrecognized compensation expense related to RSUs granted to employees and other service providers and this cost is expected to be recognized over a remaining average period of 2.1 years. The total intrinsic value of RSUs vested during the years ended December 31, 2024 and 2023, was $12.4 million and $12.4 million, respectively.
Performance Stock Units ("PSUs")
The following is a summary of PSU activity for the year ended December 31, 2024 (in thousands, except weighted-average grant date fair value):
No. of PSUs | Weighted-Average Grant Date Fair Value | Total Fair Value of Shares Vested | |||||||||||||||
| Outstanding - December 31, 2023 | — | $ | — | ||||||||||||||
| Granted | 342 | 2.20 | |||||||||||||||
| Vested | — | — | $ | — | |||||||||||||
| Forfeited | — | — | |||||||||||||||
| Outstanding - December 31, 2024 | 342 | $ | 2.20 | ||||||||||||||
The PSUs are not expected to vest so no stock compensation was recognized during the year ended December 31, 2024. There was no unrecognized compensation expense as of the year ended December 31, 2024.
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.