Annual report pursuant to Section 13 and 15(d)

Stock-Based Compensation

v3.23.1
Stock-Based Compensation
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation

13. Stock-Based Compensation

 

Equity Incentive Plans – The Company’s 2013 Equity Compensation Plan (the “2013 Plan”) was adopted for the purpose of providing equity incentives to employees, officers, directors and consultants including options, restricted stock, restricted stock units, stock appreciation rights, other equity awards, annual incentive awards and dividend equivalents. Through a series of amendments to the 2013 Plan, the Company is authorized to issue 1,500,000 shares under the amended 2013 Plan.

 

Stock Options

 

The fair value of options is estimated on the date of grant using the Black-Scholes option pricing model. The valuation determined by the Black-Scholes pricing model is affected by the Company’s stock price, as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to, expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The risk-free rate is based on the U.S. Treasury rate for the expected life at the time of grant, volatility is based on the average long-term implied volatilities of peer companies, the expected life is based on the estimated average of the life of options using the simplified method, and forfeitures are estimated on the date of grant based on certain historical data. The Company utilizes the simplified method to determine the expected life of its options due to insufficient exercise activity during recent years as a basis from which to estimate future exercise patterns. The expected dividend assumption is based on the Company’s history and expectation of dividend payouts.

 

Forfeitures are required to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

 

 

The following table summarizes the Company’s stock option activity for the years ended December 31, 2022 and 2021:

  

                Weighted        
                Average        
          Weighted     Remaining     Aggregate  
          Average     Contractual     Intrinsic  
    Number of     Exercise     Life     Value  
    Options     Price     (in Years)     (in thousands)  
Outstanding - January 1, 2022     33,063     $ 9.04       7.8     $ -  
Granted     -       -                  
Exercised     -       -                  
Forfeited     -       -                          
Outstanding - December 31, 2022     33,063     $ 9.04       6.8     $ -  
                                 
Exercisable at December 31, 2022     23,063     $ 11,.14       6.0     $ -  

 

                Weighted        
                Average        
          Weighted     Remaining     Aggregate  
          Average     Contractual     Intrinsic  
    Number of     Exercise     Life     Value  
    Options     Price     (in Years)     (in thousands)  
Outstanding - January 1, 2021     33,063     $ 10.48       8.3     $ 10.8  
Granted     15,000       4.20                  
Exercised     -       -                  
Forfeited     (15,000 )     7.38                  
Outstanding - December 31, 2021     33,063     $ 9.04       7.8     $ -  
                                 
Exercisable at December 31, 2021     18,063     $ 13.06       6.3     $ -  

 

There were no stock options granted in 2022.

 

On June 14, 2021, the Company granted 15,000 stock options. The stock option exercise price was $4.20 and the grant date fair value of this award was $32,550. The stock options are set to vest equally at 1/3 on the annual grant date anniversary of the award over the next three years.

 

On June 14, 2020, the Company granted 15,000 stock options at a stock option exercise price of $7.38 and the grant date fair value was $90,840. These stock options were forfeited in 2021.

 

The following assumptions were utilized in the Black-Scholes option pricing for the stock option grants for the years ended December 31, 2022 and 2021:

 

    2022     2021  
    Year Ended December 31,  
    2022     2021  
Expected dividend yield     -       -  
Risk-free interest rate     - %     0.33 %
Expected volatility     - %     122.69 %
Expected term (in years)     -       3.00  
Grant-date fair value of stock options awarded   $ -     $ 1.09  

 

The Company recorded non-cash stock-based compensation expense of approximately $11,000 and $19,000 as a component of general and administrative expenses in the accompanying consolidated statements of operations for the years ended December 31, 2022 and 2021, pertaining to stock options awards.

 

 

Total unrecognized stock-based compensation expense related to unvested stock options at December 31, 2022 was approximately $16,000 and is expected to be recognized through the second quarter of 2024.

 

Warrants

 

As of December 31, 2022 and 2021, there were no warrants outstanding and exercisable.

 

Restricted Stock

 

A summary of restricted stock activity for the years ended December 31, 2022 and 2021 is as follows:

    Number of  
    Shares  
Outstanding - January 1, 2021     116,938  
Granted     54,263  
Forfeited     -  
Vested     (91,438 )
Outstanding - December 31, 2021     79,763  
Granted     170,937  
Forfeited     (13,823 )
Vested     (167,763 )
Outstanding - December 31, 2022     69,114  

 

During the year ended December 31, 2022 the Company granted 69,114 restricted stock units (“RSUs”) to non-employee directors as partial compensation for their service as a director. The aggregate grant date fair value of the combined awards amounted to approximately $125,000. The RSU award to the Board member fully vests on the one-year anniversary after the date of grant. The Company also granted 88,000 RSUs to certain officers and managers with immediate vesting. The aggregate grant date fair value of the combined awards amounted to approximately $284,156.

 

During the year ended December 31, 2021 the Company granted 29,763 RSUs to non-employee directors as partial compensation for their service as a director. The aggregate grant date fair value of the combined awards amounted to approximately $125,000. The RSU awards to the Board members fully vested on the one-year anniversary after the date of grant. The Company also granted 24,500 RSUs to certain officers and managers with immediate vesting. The aggregate grant date fair value of the combined awards amounted to approximately $195,000.

 

The Company recorded non-cash stock-based compensation expense of approximately $481,000 and $634,000 as a component of general and administrative expenses in the accompanying consolidated statements of operations for the years ended December 31, 2022 and 2021, respectively, pertaining to restricted stock awards.

 

Total unrecognized stock-based compensation expense related to unvested restricted stock at December 31, 2022 was approximately $53,000 and is expected to be recognized through the second quarter of 2023.