13. STOCK-BASED COMPENSATION

2014 Stock Option Plan

Prior to the Business Combination, MoneyLion’s Amended and Restated 2014 Stock Option Plan (the “2014 Plan”) allowed the Company to provide benefits in the form of stock options. The Company had designated a total of 2,492,060 shares of common stock to the 2014 Plan. Upon the Business Combination Closing, the remaining unallocated share reserve under the 2014 Plan was cancelled and no new awards will be granted under such plan.

Incentive Plan

At the Special Meeting, Fusion stockholders approved the Omnibus Incentive Plan. As of the Business Combination Closing, each Legacy MoneyLion Option that was outstanding and unexercised as of immediately prior to the Business Combination Closing Date automatically converted into the right to receive an option to acquire a number of shares of Class A Common Stock equal to the number of shares of Legacy MoneyLion Common Stock subject to such MoneyLion Option as of immediately prior to the Business Combination Closing Date, multiplied by the Exchange Ratio (rounded down to the nearest whole share), at an exercise price per share equal to the exercise price per share of such Legacy MoneyLion Option in effect immediately prior to the Business Combination Closing Date, divided by the Exchange Ratio (rounded up to the nearest whole cent). The intent behind the terms in the Business Combination Merger Agreement related to the exchange of the Legacy MoneyLion Options was to provide the holders with awards of equal value to the original awards. Accordingly, the impact of the conversion was such that the number of shares issuable under the modified awards and the related exercise prices were adjusted using the Exchange Ratio with all other terms remaining unchanged. The conversion ratio adjustment was without substance (akin to a stock split), and therefore, the effect of the change in the number of shares and the exercise price and share value were equal and offsetting to one another. As a result, the fair value of the modified awards was equal to the fair value of the awards immediately before the modification and, therefore, there was no incremental compensation expense that should be recognized. There were no changes to the vesting period within the plan.

At the Company's 2022 Annual Meeting of Stockholders (the "2022 Annual Meeting"), Company stockholders approved the Company's Amended and Restated Omnibus Incentive Plan (as may be amended or restated from time to time, the “Incentive Plan”), as further described in the Company's Definitive Proxy Statement for the 2022 Annual Meeting, filed with the SEC on April 29, 2022.

The Incentive Plan permits the Company to deliver up to 79,297,049 shares of Class A Common Stock pursuant to awards issued under the Incentive Plan, including up to 38,985,776 shares of Class A Common Stock subject to outstanding prior awards granted under the 2014 Plan and 5,889,466 "Substitute Awards" (as defined in the Incentive Plan) granted in connection with the ML Enterprise Acquisition. The number of shares of Class A Common Stock reserved for issuance under the Incentive Plan will automatically increase on January 1 of each fiscal year beginning on January 1, 2023 and ending on January 1, 2031 by an amount equal to the lesser of (i) 5% of the total number of shares of all classes of the Company's voting stock outstanding on December 31st of the immediately preceding fiscal year and (ii) such smaller number of shares of Class A Common Stock as determined by the Compensation Committee of the Board of Directors.

Stock-based compensation of $19,603 and $5,039 was recognized during the twelve months ended December 31, 2022 and 2021, respectively.

Summary of Stock Option Activity

The weighted average grant date fair value of options granted during the twelve months ended December 31, 2022 and 2021 was $2.10 and $1.50, respectively. The grant date fair values for the year ended December 31, 2021 were calculated using the Black-Scholes Merton option pricing model, which analyzes volatility, lack of marketability, and comparable companies, among other factors in determining the fair value of each share granted. The grant date fair values for the year ended December 31, 2022 were calculated using Monte Carlo simulation model which utilized estimates of future stock price volatility, expected term, expected forfeitures and risk-free interest rate. Assumptions used for the options granted during the twelve months ended December 31, 2022 and 2021 are as follows:

10,730,913 options vested during the twelve months ended December 31, 2022 with an aggregate intrinsic value of $2,063. Total compensation cost related to unvested options not yet recognized as of December 31, 2022 was $6,225 and will be recognized over a weighted average of 1.0 years.

Summary RSU and PSU Activity

During 2021, the Company issued 627,228 RSUs at a weighted average grant date fair value per share of $5.97. All of the RSUs remained unvested and outstanding as of December 31, 2021. The RSUs entitle the holder to receive one share of common stock for each unit when the units vest and typically RSUs vest over periods ranging from one to four years.

During 2022, the Company continued issuing RSUs and also began issuing PSUs that entitle the holder to receive a specific number of Class A Common Stock, some of which are dependent on the market performance of Class A Common Stock ("Market PSUs") while others are based on Key Performance Indicators ("KPIs"). KPIs include, but are not limited to, adjusted revenue, adjusted EBITDA and total customers as further described in Part II, Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations".

The KPI PSU performance conditions are assessed each reporting period and expense related to these PSUs is adjusted by a factor consistent with the expected performance as of the reporting date.

The grant date fair values for the Market PSUs issued during the twelve months ended December 31, 2022 were calculated using Monte Carlo simulation model which utilized estimates of future stock price volatility, expected term, cost of equity and risk-free interest rate. Assumptions used for the Market PSUs granted during the twelve months ended December 31, 2022 are as follows:

Total compensation cost related to unvested RSUs and PSUs not yet recognized as of December 31, 2022 was $35,347 and will be recognized over a weighted average of 1.3 years.