午夜寻花

(3)听听听Stock-Based Compensation

午夜寻花 grants, to certain of its directors, employees and employees of its subsidiaries, restricted stock, restricted stock units and stock options to purchase shares of its 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 grant-date fair value 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.

In connection with the Recapitalization, all outstanding Awards with respect to 午夜寻花 common stock (鈥溛缫寡盎� Awards鈥�) will be adjusted pursuant to the anti-dilution provisions of the incentive plans under which the equity awards were granted, such that a holder of a 午夜寻花 Award received new corresponding equity awards relating to shares of one or more of 午夜寻花 SiriusXM common stock (a 鈥溛缫寡盎� Sirius XM Award鈥�), 午夜寻花 Braves common stock (a 鈥溛缫寡盎� Braves Award鈥�) and 午夜寻花 Media common stock (a 鈥溛缫寡盎� Media Award鈥�) (collectively, the 鈥淎djusted 午夜寻花 Awards鈥�).

The exercise prices and number of shares subject to the Adjusted 午夜寻花 Awards will be determined based on 1) the exercise prices and number of shares subject to the 午夜寻花 Award, 2) the distribution ratios, 3) the pre-Recapitalization trading price of 午夜寻花 common stock and 4) the post-Recapitalization trading prices of 午夜寻花 SiriusXM common stock, 午夜寻花 Braves common stock and 午夜寻花 Media common stock, such that all of the pre-Recapitalization intrinsic value of the 午夜寻花 Awards was allocated among the Adjusted 午夜寻花 Awards.

Included in the accompanying condensed consolidated statements of operations are the following amounts of stock-based compensation, a portion of which relates to SIRIUS XM, as discussed below:

听

听

During the three months ended听March 31, 2016, the Company granted a total of approximately 785 thousand options to purchase shares of Series C common stock. A portion of the options granted was comprised of 10 thousand options with a weighted average grant-date fair value (鈥淕DFV鈥�) of $8.33 per share that vest semi-annually over 4 years. 听 听

听

In connection with our CEO鈥檚 employment agreement, 午夜寻花 granted approximately 775 thousand options of Series C common stock and 39 thousand performance-based restricted stock units of Series C common stock. Such options and restricted stock units had a grant-date fair value of $8.91 per share and $37.76 per share, respectively. These options mainly vest on December 31, 2016, and the performance-based restricted stock units cliff vest in one year, subject to satisfaction of certain performance objectives. Performance objectives, which are subjective, are considered in determining the timing and amount of the compensation expense recognized. As the satisfaction of the performance objectives becomes probable, the Company records compensation expense. The value of the grant is remeasured at each reporting period.

听

The Company did not grant any听options to purchase Series A or Series B common stock during the three months ended听March 31, 2016. 听

午夜寻花 calculates the GDFV for all of its equity classified awards and the subsequent remeasurement of its liability classified and certain performance-based Awards using the Black-Scholes Model. 午夜寻花 estimates the expected term of the Awards based on historical exercise and forfeiture data. The volatility used in the calculation for Awards is based on the historical volatility of 午夜寻花 common stock and the implied volatility of publicly traded 午夜寻花 options. 午夜寻花 uses a zero dividend rate and the risk-free rate for Treasury Bonds with a term similar to that of the subject Awards.

午夜寻花鈥擮utstanding Awards

The following tables present the number and weighted average exercise price ("WAEP") of Awards to purchase 午夜寻花 common stock granted to certain officers, employees and directors of the Company and certain Awards of employees of Starz.

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听

听

As of March 31, 2016, the total unrecognized compensation cost related to unvested Awards was approximately $62 million.听听Such amount will be recognized in the Company's condensed consolidated statements of operations over a weighted average period of approximately 2.3听years.

As of March 31, 2016, 午夜寻花 reserved 13.2 million shares of Series A and Series C common stock for issuance under exercise privileges of outstanding stock Awards.

SIRIUS XM - Stock-based Compensation

SIRIUS XM granted various types of stock awards to its employees and members of its board of directors during the three months ended听March 31, 2016. As of March 31, 2016, SIRIUS XM has approximately 334 million options outstanding of which approximately 116 million are exercisable, each with a weighted-average exercise price per share of $3.28 and $2.43, respectively. The aggregate intrinsic value of SIRIUS XM options outstanding and exercisable as of March 31, 2016 is $226 million and $176 million, respectively. The stock-based compensation expense related to SIRIUS XM was $24 million and $37 million for the three months ended听March 31, 2016 and 2015, respectively. As of March 31, 2016, the total unrecognized compensation cost related to unvested SIRIUS XM stock options and restricted stock units was $227 million. The SIRIUS XM unrecognized compensation cost will be recognized in the Company's condensed consolidated statements of operations over a weighted average period of approximately 2.6听years.