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Stock Based Compensation
6 Months Ended
Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Stock Based Compensation

NOTE 10. STOCK BASED COMPENSATION

Stock Incentive Plans

On November 4, 2020, the Board adopted, the Regional Health Properties, Inc. 2020 Equity Incentive Plan (the "2020 Plan"). The Company's shareholders approved the 2020 Plan on December 16, 2020 at the 2020 Annual Meeting of Shareholders of the Company. The maximum number of shares of common stock authorized for issuance under the 2020 Plan is 250,000 shares, subject to certain adjustments. No awards may be made under the 2020 Plan after the 10th anniversary of the date of shareholder approval of the 2020 Plan, and no incentive stock options may be granted after the 10th anniversary of the date of Board approval of the 2020 Plan. As of June 30, 2023, the number of securities remaining available for future issuance under the 2020 Plan is 52,805.

The 2020 Plan replaced the AdCare Health Systems, Inc. 2011 Stock Incentive Plan, as amended (the "2011 Plan"), which was assumed by Regional Health pursuant to the Merger. The 2011 Plan was originally due to expire on March 28, 2021 and

provided for a maximum of 168,950 shares of common stock to be issued. No additional awards may be granted under the 2011 Plan.

The shares of common stock underlying any awards granted under the 2020 Plan or the 2011 Plan that are forfeited, canceled, or otherwise terminated (other than by exercise) will be added back to the shares of common stock available for issuance under the 2020 Plan. However, shares: (i) tendered or held back upon exercise of a stock option or other award under the 2020 Plan to cover the exercise price or tax withholding; and (ii) subject to a stock appreciation right that are not issued in connection with the stock settlement of the stock appreciation right upon exercise thereof, will not be added back to the shares of common stock available for issuance under the 2020 Plan. In addition, shares of common stock repurchased by the Company on the open market will not be added back to the shares of common stock available for issuance under the 2020 Plan.

For the three and six and months ended June 30, 2023 and 2022, the Company recognized stock-based compensation expense as follows:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

(Amounts in 000’s)

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Employee compensation:

 

 

 

 

 

 

 

 

 

 

 

 

Stock compensation expense

 

$

155

 

 

$

58

 

 

$

236

 

 

$

169

 

Forfeitures of stock based awards

 

 

 

 

 

(54

)

 

 

 

 

 

(54

)

Total employee stock-based compensation expense

 

$

155

 

 

$

4

 

 

$

236

 

 

$

115

 

As of June 30, 2023, the remaining stock-based compensation expense that is expected to be recognized in future periods is $0.4 million.

Restricted Stock

The following table summarizes the Company's restricted stock activity for the six months ended June 30, 2023:

 

 

Number of
Shares (000's)

 

 

Weighted Avg.
Grant Date
(per Share)
Fair Value

 

Unvested, December 31, 2022

 

 

51

 

 

$

8.99

 

Granted

 

 

99

 

 

$

3.61

 

Vested

 

 

(26

)

 

$

9.06

 

Unvested, June 30, 2023

 

 

124

 

 

$

4.68

 

The remaining unvested shares at June 30, 2023 will vest over the next 2.6 years with $0.4 million in compensation expense recognized over this period.

Common Stock Options

The following summarizes the Company's employee and non-employee stock option activity for the six months ended June 30, 2023:

 

 

Number of
Shares (000's)

 

 

Weighted
Average
Exercise
Price

 

 

Weighted
Average
Remaining
Contractual
Term
(in years)

 

 

Aggregate
Intrinsic
Value (000's)

 

Outstanding, December 31, 2022

 

 

13

 

 

$

47.53

 

 

 

0.5

 

 

$

 

Granted

 

 

24

 

 

$

3.32

 

 

 

9.5

 

 

$

 

Outstanding and Vested, June 30, 2023

 

 

37

 

 

$

18.63

 

 

 

6.6

 

 

$

6.7

 

 

The aggregate intrinsic value of options outstanding and vested was calculated as the difference between the exercise price of the options and the fair value of the Company’s common stock as of June 30, 2023. The fair value of the common stock is the closing stock price of the Company's Common Stock.

The following summary information reflects stock options outstanding, vested, and related details as of June 30, 2023:

 

 

Stock Options Outstanding

 

 

Stock Options Exercisable

 

Exercise Price

 

Number of
Shares (000's)

 

 

Weighted
Average
Remaining
Contractual
Term
(in years)

 

 

Weighted
Average
Exercise
Price

 

 

Vested, June 30, 2023

 

 

Weighted
Average
Exercise
Price

 

$3.32

 

 

24

 

 

 

9.5

 

 

$

3.32

 

 

 

24

 

 

$

3.32

 

$46.80 - $48.72

 

 

13

 

 

 

0.4

 

 

$

47.42

 

 

 

13

 

 

$

47.42

 

Total

 

 

37

 

 

 

6.6

 

 

$

18.63

 

 

 

37

 

 

$

18.63

 

Common Stock Warrants

The following summarizes the Company's employee and non-employee common stock warrant activity for the six months ended June 30, 2023:

 

 

Outstanding and Exercisable

 

 

 

Number of
Shares (000's)

 

 

Weighted
Average
Exercise
Price

 

 

Weighted
Average
Remaining
Contractual
Term
(in years)

 

Outstanding and Vested, December 31, 2022

 

35

 

 

$

53.31

 

 

 

1.9

 

Expired

 

 

(2

)

 

$

70.80

 

 

 

 

Outstanding and Vested, June 30, 2023

 

33

 

 

$

52.38

 

 

 

1.5

 

 

The Company has no unrecognized compensation expense related to common stock warrants as of June 30, 2023.