In 2019, the Company’s stockholders approved the 2019 Long-Term Incentive Plan authorizing 8.0 million shares for issuance, plus additional shares underlying awards outstanding under the predecessor plans. Subsequently, in each of the years 2020 through 2023, the Company’s stockholders approved the Amended and Restated 2019 Long-Term Incentive Plan (the 2019 Plan) and authorized an additional aggregate 24.5 million shares for issuance. All future equity awards will be made from the 2019 Plan. Awards under the 2019 Plan may include stock options, stock appreciation rights, restricted stock, stock units (including restricted stock units (RSUs) and deferred stock units), performance awards (represents any of the awards already listed with a performance-vesting component), other stock-based awards and cash-based awards. As of December 31, 2023, there were 1.7 million shares available for future grants under the 2019 Plan.

As of December 31, 2023, $71.4 million of total unrecognized compensation expense related to unvested stock options, RSUs and performance share units (PSUs) is expected to be recognized over a remaining weighted average period of 1.9 years. There were no significant capitalized equity-based compensation costs at December 31, 2023.

The following table shows a summary of the equity-based compensation expense included in the Consolidated Statements of Operations:



	Year Ended December 31,
	2023		2022		2021
Selling, general and administrative	$	28.7	$	31.8	$	37.0
Research and development		9.7		16.0		21.8
Cost of sales		5.2		7.5		12.0
Total equity-based compensation expense	$	43.6	$	55.3	$	70.8

The Company believes the valuation techniques and the approaches utilized to develop the underlying assumptions are appropriate in estimating the fair values of its equity-based compensation. Estimates of fair value are not intended to predict actual future events or the value ultimately realized by employees who receive equity awards. Subsequent events are not indicative of the reasonableness of the original estimates of fair value made by the Company.

Stock options are awards that allow the recipient to purchase shares of the Company’s common stock at a fixed price. Stock options are granted at an exercise price equal to the Company’s stock price at the date of grant. The Company uses the Black-Scholes model to estimate the fair value of stock options at the date of grant. These awards generally vest over five years following the grant date and have a contractual term of ten years. There were 2.0 million options outstanding as of December 31, 2023 with no intrinsic value and the majority were vested. There were no stock options granted during the years ended December 31, 2023, 2022 or 2021. The intrinsic value of options exercised during the years ended December 31, 2023 and 2022 was not material. The intrinsic value of options exercised during the year ended December 31, 2021 was $5.3 million.

RSUs entitle the holder to shares of common stock after a vesting period of generally three years. The fair value of the awards is determined on the grant date based on the Company’s stock price.

The following table summarizes the RSU activity (in millions, except per share data):


	Restricted Stock Units			Weighted Average Grant Date Fair Value Per Share
Non-vested share units at December 31, 2022		10.6		$	10.47
Granted		7.4		$	4.57
Vested and shares issued		(5.0	)	$	10.84
Forfeited		(1.5	)	$	9.58
Non-vested share units at December 31, 2023		11.5		$	6.62

The weighted average grant date fair value per unit of these awards granted during the years ended December 31, 2023, 2022 and 2021 was $4.57, $8.05 and $20.16, respectively. The total fair value of RSUs that vested during the years ended December 31, 2023, 2022 and 2021 was $53.8 million, $67.1 million and $74.1 million, respectively.

PSUs are stock awards in which the number of shares ultimately received by the employee depends on achievement towards a performance measure. Certain of CommScope’s PSUs have an internal performance measure and the awards vest at the end of three years. The number of shares issued under these awards can vary between 0% and 300% of the number of PSUs granted. The fair value of these awards is determined on the date of grant based on the Company's stock price.

CommScope also has PSUs with a market condition performance measure based on stock price milestones over a three-year period. The number of shares issued under these awards can vary between 0% to 100% of the number of PSUs granted. In addition, the Company has PSUs with a market condition based on the Company’s total stockholder return (TSR) ranking relative to the S&P 500 TSR for a three-year period. The number of shares issued under these awards can vary between 0% to 200% of the number of PSUs granted. The Company uses a Monte Carlo simulation model to estimate the fair value of PSUs with a market condition performance measure at the date of grant. Key assumptions used in the model include the risk-free interest rate, which reflects the yield on zero-coupon U.S. treasury securities, and stock price volatility, which is derived based on the historical volatility of the Company’s stock.

The following table presents the weighted average assumptions used to estimate the fair value of these awards granted:


	Year Ended December 31,
	2023			2022			2021
Risk-free interest rate		4.4	%		1.6	%		0.4	%
Expected volatility		67.2	%		61.1	%		55.9	%
Weighted average fair value at grant date	$	9.16		$	11.27		$	12.17

The following table summarizes the PSU activity (in millions, except per share data):


	Performance Share Units			Weighted Average Grant Date Fair Value Per Share
Non-vested share units at December 31, 2022		2.8		$	8.03
Granted		3.9		$	5.73
Forfeited		(0.3	)	$	9.05
Non-vested share units at December 31, 2023		6.4		$	6.59

The weighted average grant date fair value per unit of these awards granted during the years ended December 31, 2023, 2022 and 2021 was $5.73, $9.54 and $14.55, respectively. The total fair value of PSUs that vested during the year ended December 31, 2023, was not material. The total fair value of PSUs that vested during the years ended December 31, 2022 and 2021 was $3.1 million, and $1.0 million, respectively.