Blade Air Mobility, Inc. Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Stock-Based Compensation

Stock-Based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Stock Option Modification

Stock options granted under the 2015 Equity Incentive Plan vest over a period of time as previously determined by the Board of Directors, subject to the option holder’s continuous service through each applicable vesting date. Under the options agreements, consummation of the Merger would not automatically cause the vesting of options under the 2015 Equity Incentive Plan. However, on December 14, 2020, the Board provided that the vesting of all outstanding options that were granted before December 14, 2020, under the 2015 Equity Incentive Plan that are held by current employees or other service providers, would be accelerated upon the consummation of the Merger Agreement. Accordingly, stock options to purchase an aggregate of 2,684,026 shares of common stock became vested immediately under this modification. Under ASC 718, the Company treated this event as a modification of these stock option awards. The Company determined that the increase in fair value of the stock options was immaterial, and as such, no additional cost was recognized.

Stock Option Awards

Following is a summary of stock option activities for the year ended December 31, 2022:


	Options	Weighted Average Exercise Price		Weighted Average Grant Date Fair Value		Weighted Average Remaining Life (years)	Intrinsic Value




Outstanding – December 31, 2021	8,084,676	0.19		$	0.21	5.6	$	69,875
Granted	—	—		—
Exercised	(480,812)	0.18		0.22
Forfeited	—	—		—
Outstanding – December 31, 2022	7,603,864	$	0.19	$	0.21	4.6	$	25,795
Exercisable as of December 31, 2022	7,603,864	$	0.19	$	0.21	4.6	$	25,795

For the years ended December 31, 2022, September 30, 2021, and the transition period ended December 31, 2021 the Company recorded $0, $1,013 and $0, respectively in stock option expense. The fair value of stock options is amortized on a straight-line basis over the requisite service periods of the respective awards. As of December 31, 2022, there is no unrecognized stock-based compensation costs to be recognized in future periods.

Restricted Stock

During the year ended December 31, 2022, the Company granted an aggregate of 5,840,482 of the Company's restricted stock units to various employees, officers, directors, consultants, and service providers under the 2021 Equity Incentive Plan. The restricted stock units have various vesting dates, ranging from vesting on the grant date to as late as four years from the date of grant.


	Restricted Stock Units	Weighted Average Grant Date Fair Value




Non-vested – December 31, 2021	2,373,523	$	8.22
Granted	5,840,482	4.79
Vested	(646,166)	7.95
Forfeited	(101,203)	8.20
Non-vested – December 31, 2022	7,466,636	$	5.52

For the years ended December 31, 2022, September 30, 2021, and the transition period ended December 31, 2021, the Company recorded $8,277, $8,608 and $2,931 in employee and officers restricted stock compensation expense. As of December 31, 2022, unamortized stock-based compensation costs related to restricted share arrangements was $35,135 and will be recognized over a weighted average period of 3.5 years.

Stock-Based Compensation Expense

Stock-based compensation expense for stock options and restricted stock units in the consolidated statements of operations is summarized as follows:




	For the Years Ended
	December 31, 2022		September 30, 2021		October 1, 2021 - December 31, 2021 (Transition Period)
Software development	$	941	$	499	$	297
General and administrative(1)	9,142		8,887		2,565
Selling and marketing	319		235		69
Total stock-based compensation expense	$	10,402	$	9,621	$	2,931

_________

(1) For the year ended December 31, 2022, the Company included an estimate of $2,125 in connection with the equity-based portion of Trinity’s contingent consideration with a corresponding amount within accounts payable and accrued expenses, expected to be paid in 2023 in respect of 2022 results.