º¬Ð߲ݴ«Ã½

(11) Stock-Based Compensation

º¬Ð߲ݴ«Ã½ - Incentive Plans

The Company has granted to certain of its directors, employees and employees of its subsidiaries, restricted stock (“RSAs�), RSUs and options to purchase shares of the Company’s common stock (collectively, "Awards"). The Company measures the cost of employee services received in exchange for an equity classified Award (such as stock options and restricted stock) based on the GDFV of the Award, and recognizes that cost over the period during which the employee is required to provide service (usually the vesting period of the Award). The Company measures the cost of employee services received in exchange for a liability classified Award based on the current fair value of the Award, and remeasures the fair value of the Award at each reporting date.

Pursuant to the º¬Ð߲ݴ«Ã½. 2020 Omnibus Incentive Plan (the “2020 Planâ€�), the Company may grant Awards in respect of a maximum of 30.0 million shares of º¬Ð߲ݴ«Ã½ common stock plus the shares remaining available for Awards under the prior º¬Ð߲ݴ«Ã½. 2016 Omnibus Incentive Plan (the “2016 Planâ€�), as amended, as of close of business on May 20, 2020, the day before the effective date of the 2020 Plan. ÌýAny forfeited shares from the 2016 Plan shall also be available again under the 2020 Plan. ÌýAwards generally vest over 1-5 years and have a term of 7-10 years. º¬Ð߲ݴ«Ã½ issues new shares upon exercise of equity awards.

º¬Ð߲ݴ«Ã½ – Grants

The following table presents the number and weighted average GDFV of Awards granted by º¬Ð߲ݴ«Ã½ during the years ended December 31, 2023, 2022 and 2021:

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Also during the year ended December 31, 2023, º¬Ð߲ݴ«Ã½ granted 20.4 million performance-based, cash-settled RSUs of QRTEA to subsidiary employees. ÌýThese RSUs vest equally over three years, subject to the satisfaction of certain performance objectives. The liability and compensation expense related to such awards is adjusted at the end of each reporting period based on the closing market price of QRTEA on the last trading day of the quarter combined with the probability of satisfying the performance objectives.

For awards that are performance-based, performance objectives, which are subjective, are considered in determining the timing and amount of compensation expense recognized. When the satisfaction of the performance objectives becomes probable, the Company records compensation expense. The probability of satisfying the performance objectives is assessed at the end of each reporting period.

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Pursuant to the terms of the Maffei Stock Exchange Agreement, on March 25, 2022, Mr. Maffei transferred to the Company an aggregate of 229,022 shares of QRTEA received by Mr. Maffei upon vesting of the performance-based RSU award granted to Mr. Maffei on March 10, 2021 and in exchange, the Company issued to Mr. Maffei an equivalent number of shares of QRTEB. Each share of QRTEB stock is convertible, at the option of the holder, into one share of QRTEA.

During the fourth quarter of 2021 and in connection with the November Special Dividend, holders of QRTEA or QRTEB (together, “QRTEA/Bâ€�) RSAs and RSUs outstanding at the close of business on the record date received a special cash dividend in the amount of $1.25 per share for each QRTEA/B RSA or RSU so held (“November Cash Dividendâ€�). Ìý

The November Cash Dividend for RSA holders was paid upon distribution. ÌýThe November Cash Dividend for RSU holders is subject to the same vesting schedules as those applicable to the corresponding original QRTEA RSUs.

Also in connection with the November Special Dividend, outstanding stock options and stock appreciation rights (“SARsâ€�) to purchase shares of QRTEA/B on the record date were adjusted pursuant to the anti-dilution provisions of the incentive plans under which the stock options and SARs were granted. ÌýThe adjustment to the exercise price and the number of shares subject to the original stock option or SAR award preserved:

The Company has calculated the GDFV for all of its equity classified awards using the Black-Scholes-Merton model. The Company estimates the expected term of the Awards based on historical exercise and forfeiture data. ÌýFor grants made in 2021, the range of expected terms was 5.4 to 5.8 years. There were no options granted in 2023 and 2022. The volatility used in the calculation for Awards is based on the historical volatility of the Company's stock. For grants made in 2021, the range of volatilities was 53.7% to 57.1%. The Company uses a zero dividend rate and the risk-free rate for Treasury Bonds with a term similar to that of the subject options

º¬Ð߲ݴ«Ã½ - Outstanding Awards

The following table presents the number and weighted average exercise price ("WAEP") of options to purchase º¬Ð߲ݴ«Ã½ common stock granted to certain officers, employees and directors of the Company, as well as the weighted average remaining life and aggregate intrinsic value of the options.

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The following table presents the number and weighted average GDFV of RSUs granted to certain officers, employees and directors of the Company.

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º¬Ð߲ݴ«Ã½ - Restricted Stock and Restricted Stock Units

The Company has approximately 14.7 million, 1.4 million and 25 thousand unvested RSAs and RSUs of QRTEA, QRTEB and Preferred Stock, respectively, held by certain directors, officers and employees of the Company as of December 31, 2023. ÌýThe QRTEA and QRTEB unvested RSAs and RSUs have a weighted average GDFV of $3.32 per share and $11.68 per share, respectively, and 24 thousand of the Preferred Stock unvested RSUs have an incremental cost of $50.96 per share.

The aggregate fair value of all QRTEA, QRTEB and Preferred Stock RSAs and RSUs that vested during the years ended December 31, 2023, 2022 and 2021 was $13 million, $25 million and $95 million, respectively.

º¬Ð߲ݴ«Ã½ - Exercises

The aggregate intrinsic value of all options exercised during the years ended December 31, 2023, 2022 and 2021 was $4 thousand, $1 million and $19 million, respectively. Ìý

As of DecemberÌý31, 2023, the total unrecognized compensation cost related to unvested º¬Ð߲ݴ«Ã½ Awards was approximately $34 million. Such amount will be recognized in the Company's consolidated statements of operations over a weighted average period of approximately 1.2 years.

As of December 31, 2023, º¬Ð߲ݴ«Ã½ reserved 24.3 million shares of Series A and Series B common stock for issuance under exercise privileges of outstanding stock options.