Goldman Sachs 2013 Annual Report Download - page 215

Notes to Consolidated Financial Statements
The total number of shares of common stock that may be
delivered pursuant to awards granted under the 2013 SIP
cannot exceed 60 million shares, subject to adjustment for
certain changes in corporate structure as permitted under
the 2013 SIP. The 2013 SIP will terminate on the date of the
annual meeting of shareholders that occurs in 2016. As of
December 2013, 59.3 million shares were available for
grant under the 2013 SIP.
Restricted Stock Units
The firm grants RSUs to employees under the 2013 SIP,
which are valued based on the closing price of the
underlying shares on the date of grant after taking into
account a liquidity discount for any applicable post-vesting
transfer restrictions. RSUs generally vest and underlying
shares of common stock deliver as outlined in the
applicable RSU agreements. Employee RSU agreements
generally provide that vesting is accelerated in certain
circumstances, such as on retirement, death, disability and
conflicted employment. Delivery of the underlying shares of
common stock is conditioned on the grantees satisfying
certain vesting and other requirements outlined in the
award agreements. The table below presents the activity
related to RSUs.
Restricted Stock
Units Outstanding
Weighted Average Grant-Date
Fair Value of Restricted Stock
Units Outstanding
Future
Service
Required
No Future
Service
Required
Future
Service
Required
No Future
Service
Required
Outstanding, December 2012 8,689,521 415,390,351 $116.07 $121.99
Granted 1, 2 6,230,961 11,226,808 125.49 120.98
Forfeited (785,926) (152,194) 120.54 117.56
Delivered 3— (11,369,831) — 129.01
Vested 2, 4 (5,907,687) 5,907,687 121.45 121.45
Outstanding, December 2013 8,226,869 421,002,821 118.91 117.53
1. The weighted average grant-date fair value of RSUs granted during 2013, 2012 and 2011 was $122.59, $84.72 and $141.21, respectively. The fair value of the RSUs
granted during 2013, 2012 and 2011 includes a liquidity discount of 13.7%, 21.7% and 12.7%, respectively, to reflect post-vesting transfer restrictions of up to
4 years.
2. The aggregate fair value of awards that vested during 2013, 2012 and 2011 was $2.26 billion, $1.57 billion and $2.40 billion, respectively.
3. Includes RSUs that were cash settled.
4. Includes restricted stock subject to future service requirements as of December 2013 and December 2012 of 4,768 and 276,317 shares, respectively. 271,549
shares of restricted stock vested during 2013.
In the first quarter of 2014, the firm granted to its
employees 13.8 million year-end RSUs, of which
4.2 million RSUs require future service as a condition of
delivery. These awards are subject to additional conditions
as outlined in the award agreements. Generally, shares
underlying these awards, net of required withholding tax,
deliver over a three-year period but are subject to post-
vesting transfer restrictions through January 2019. These
grants are not included in the above table.
Stock Options
Stock options generally vest as outlined in the applicable
stock option agreement. No options have been granted
since 2010. In general, options expire on the tenth
anniversary of the grant date, although they may be subject
to earlier termination or cancellation under certain
circumstances in accordance with the terms of the
applicable stock option agreement and the SIP in effect at
the time of grant.
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