Stock-Based Compensation

12 Months Ended

Dec. 31, 2023

Note 15 – Stock‑Based Compensation

Prior to June 21, 2023, the Company issued stock-based compensation awards to its directors and officers under the 2018 Long Term Incentive Plan (“LTIP”) which allowed the grant of non-qualified and incentive stock options, stock appreciation rights, full value awards and cash incentive awards. The maximum number of shares that could be awarded under that plan was 161,639 shares.

On June 21, 2023, stockholders approved the Amended and Restated 2018 Long Term Incentive Plan (“Amended and Restated LTIP”) which allows the issuance of 487,500 additional shares and brought the number of shares that may be issued under the Amended and Restated LTIP to 649,139 shares.

No stock options were granted during the year ended December 31, 2023.

The following table summarizes stock option activity during the year ended December 31, 2023:

	2023
	Number Outstanding		Weighted Average Exercise Price
Outstanding at beginning of year		31,250	$	12.96
Granted during the year		–		–
Exercised during the year		–		–
Forfeited or expired during the year		–		–
Outstanding at end of year		31,250	$	12.96
Exercisable at end of year		31,250	$	12.96

There was no stock-based compensation expense related to stock options during 2022 or 2023 as there was no remaining unrecognized compensation cost related to non-vested options granted under the plan as of December 31, 2021.

Options outstanding and exercisable at year‑end 2023 were as follows:

	Outstanding							Exercisable
Grant Date	Number Outstanding		Weighted Average Remaining Contractual Life	Weighted Average Exercise Price		Aggregate Intrinsic Value		Number Outstanding		Weighted Average Exercise Price		Aggregate Intrinsic Value
February 24, 2016		31,250		$	12.96				31,250	$	12.96
		31,250	2.13 years	$	12.96	$	–		31,250	$	12.96	$	–

Stock Awards to Directors

In February 2023 and 2022, the Company awarded 9,230 and 5,898 shares of common stock, respectively, to its directors under the LTIP, which are fully vested. The Company recorded $95 thousand and $84 thousand of compensation expense in the years ended December 31, 2023 and December 31, 2022, respectively, based on the fair value of the stock on the date of the award.

Restricted Stock Awards to Employees

In March of 2022, the Company issued 61,908 shares of restricted stock to its officers and employees under the LTIP, of which 17,012 shares have been forfeited as of December 31, 2023. Each restricted stock award was valued based on the fair value of the stock on the date of the award. These awarded shares of restricted stock fully vest over periods ranging from 36 months to 60 months from their respective dates of grant. Stock-based compensation is recognized on a straight-line basis over the vesting period. During 2023 and 2022, the Company recorded $106 thousand and $133 thousand of stock-based compensation expense related to shares awarded to employees.

On June 21, 2023, the Company issued 92,720 shares of restricted stock to its officers and employees under the Amended and Restated LTIP, of which 11,237 shares have been forfeited as of December 31, 2023. Each restricted stock award was valued based on the fair value of the stock on the date of the award. These awarded shares of restricted stock fully vest over periods ranging from 36 months to 60 months from their respective dates of grant. Stock-based compensation is recognized on a straight-line basis over the vesting period. During the year ended December 31, 2023, the Company recorded $104 thousand of stock-based compensation expense related to these restricted stock awards.

As of December 31, 2023, 199,268 shares had been awarded under the Amended and Restated LTIP and 449,871 shares were available to be awarded.

A summary of restricted stock unit activity for the year ended December 31, 2023 is as follows:

	Restricted Stock Units (In thousands)			Weighted Average Grant Date Fair Value		Remaining Contractual Life (months)
Unvested at December 31, 2022		52,949			12.24		43
Granted during period		92,720		$	8.56		52
Vested during period		11,848			–		–
Forfeited or expired during period		(19,290	)		–		–
Unvested at December 31, 2023		114,531		$	9.12		39

As of December 31, 2023, there was $1.1 million of total unrecognized equity-based compensation expense that the Company expects to recognize over the remaining contractual life.

All common stock share amounts above have been retroactively adjusted, as applicable, for the 1-for-8 reverse stock split effective November 1, 2023. See Note 2.