The Company’s total stock-based compensation expense amounted to $5 and $1 for the three months ended March 31, 2025 and 2024, respectively.

On March 3, 2025, Chemours granted approximately 1,954,000 non-qualified stock options to certain of its employees. These awards will vest over a three-year period and expire 10 years from the date of grant. The fair value of the Company’s stock options is based on the Black-Scholes valuation model.

The following table sets forth the assumptions used at the grant date to determine the fair value of the Company’s stock option awards granted during the three months ended March 31, 2025.


	Three Months Ended March 31, 2025
Risk-free interest rate		3.98	%
Expected term (years)		6.00
Volatility		56.58	%
Dividend yield		7.22	%
Fair value per stock option	$	4.17

The Company recorded $2 and $3 in stock-based compensation expense specific to its stock options for the three months ended March 31, 2025 and 2024, respectively. At March 31, 2025, approximately 5,164,000 stock options remained outstanding.

During the three months ended March 31, 2025, Chemours granted approximately 684,000 restricted stock units (“RSUs”) to certain management and employees. These awards generally vest over a three-year period and, upon vesting, convert one-for-one to Chemours’ common stock. The fair value of all stock-settled RSUs is based on the market price of the underlying common stock at the grant date.

The Company recorded $3 and $1 in stock-based compensation expense specific to its RSUs for the three months ended March 31, 2025 and 2024, respectively. At March 31, 2025, approximately 1,599,000 remained non-vested.

On March 3, 2025, Chemours granted approximately 224,000 performance share units (“PSUs”) to key senior management employees. Upon vesting, these awards convert one-for-one to Chemours’ common stock if specified performance goals, including certain market-based conditions, are met over the three-year performance period specified in the grant, subject to exceptions through the vesting period of three years. Each grantee is granted a target award of PSUs, and may earn between 0% and 200% of the target amount depending on the Company’s performance against stated performance goals.

A portion of the fair value of PSUs was estimated at the grant date based on the probability of satisfying the market-based conditions associated with the PSUs using a Monte Carlo valuation method, which assesses probabilities of various outcomes of market conditions. The other portion of the fair value of the PSUs is based on the fair market value of the Company’s stock at the grant date, regardless of whether the market-based conditions are satisfied.

The Company recorded stock-based compensation expense of less than $1 and a net reversal of stock-based compensation expense of $3 specific to its PSUs for the three months ended March 31, 2025 and 2024, respectively, based on its assessment of Company performance relative to award-based financial objectives. At March 31, 2025, approximately 298,000 PSUs at 100% of the target amount remained non-vested.

Performance Stock Options

On March 3, 2025, the Company granted approximately 763,000 performance stock options ("PSOs") to certain of its key senior management employees. These awards have a strike price that is 10% above the closing stock value on the grant date and become exercisable when vested and this market condition is satisfied. These awards will vest over a three-year period and expire 10 years from the date of grant. The fair value of the Company's PSOs was estimated using a Monte Carlo valuation method.

The following table sets forth the assumptions used at the grant date to determine the fair value of the Company’s performance stock option awards granted during the three months ended March 31, 2025.


	Three Months Ended March 31, 2025
Risk-free interest rate		4.12	%
Expected term (years)		6.07
Volatility		55.32	%
Dividend yield		7.22	%
Fair value per performance stock option (1)	$	3.90

(1)

Represents the weighted-average fair value at each point of projected exercise under the Monte Carlo valuation method.

The Company recorded less than $1 in stock-based compensation expense specific to its PSOs for both the three months ended March 31, 2025 and 2024, respectively.