Stockholders' Equity

12 Months Ended

Dec. 30, 2023

Equity [Abstract]

Stockholders' Equity

11. Stockholders’ Equity

2008 Equity Incentive Plan.

On June 11, 2008, the shareholders approved the adoption of the 2008 Equity Incentive Plan, (the “Incentive Plan”). There are no material changes in the Incentive Plan from the 1998 Stock Plan (the “1998 Plan”). In 2014, 2017, 2018, 2019, 2021 and 2023, the stockholders approved an amendment to the Incentive Plan for purposes of complying with Section 162(m) of the Internal Revenue Code of 1986, as amended, to increase the share reserve under the Incentive Plan, and to make certain other amendments to the terms of the Incentive Plan. The maximum aggregate number of shares that may be awarded and sold under the Incentive Plan, as amended is 5,850,000 shares plus any shares subject to stock options or similar awards granted under the 1998 Plan that expire or otherwise terminate without having been exercised in full and shares

issued pursuant to awards granted under the 1998 Plan that are forfeited to us on or after February 23, 2008, which was the date the 1998 Plan expired.

The following table represents the shares activity and the total number of shares available for grant under the Incentive Plan:

	Shares Available for Grant
Balances as of January 1, 2022		1,122,381
Options granted		(577,613	)
Restricted stock granted		(547,305	)
Options cancelled or forfeited		107,575
Awards cancelled		9,957
Balances as of December 31, 2022		114,995
Shares added		1,000,000
Options granted		(808,410	)
Restricted stock granted		(294,503	)
Options cancelled or forfeited		245,617
Awards cancelled		75,294
Balances as of December 30, 2023		332,993

Restricted stock units with a per share or unit purchase price lower than 100% of the fair market value of the Company's common stock on the date of grant under the Incentive Plan, as amended, are counted against shares authorized under the plan as one and one-half shares of common stock for each share. When cancelled, these shares are added back to the Incentive Plan, as amended, as one and one-half shares.

The following table shows stock-based compensation expenses by functional area in the consolidated statements of operations for 2023 and 2022 (in thousands):

	FY 2023		FY 2022
	Year Ended		Year Ended
	December 30, 2023		December 31, 2022
Cost of revenues	$	213	$	246
Research and development		217		155
Sales and marketing		378		400
General and administrative		842		820
Total stock-based compensation expense	$	1,650	$	1,621

Stock-based compensation expense capitalized to inventory was immaterial for 2023 and 2022.

As of December 30, 2023, there was $3.1 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements under the Incentive Plan. The cost is expected to be recognized over a weighted-average period of 2.07 years.

Summary of Stock Options

The following table summarizes information regarding activity in our stock option plans during the fiscal years ended 2023 and 2022 (in thousands except share and per share data):

	Outstanding Options
	Number of Shares			Weighted Average Exercise Price
Balances as of January 1, 2022		1,772,621			5.07
Options granted		577,613			2.53
Options exercised		(9,692	)		2.20
Options cancelled or forfeited		(107,575	)		8.22
Balances as of December 31, 2022		2,232,967		$	4.27
Options granted		808,410			2.13
Options exercised		(37,839	)		2.18
Options cancelled or forfeited		(245,617	)		5.04
Balances as of December 30, 2023		2,757,921		$	3.60

The following table summarizes information with respect to stock options outstanding and exercisable as of December 30, 2023:

	Options Outstanding						Options Vested and Exercisable
Range of Exercise Prices	Number of Shares Outstanding		Weighted Average Remaining Contractual Life (years)		Weighted Average Exercise Price		Number of Shares Exercisable		Weighted Average Exercise Price
$1.50 - $2.12		51,475		5.79	$	1.99		12,051	$	1.99
$2.13 - $2.13		1,037,809		5.83	$	2.13		303,464	$	2.13
$2.17 - $2.27		70,000		4.20	$	2.22		46,970	$	2.23
$2.28 - $2.28		380,620		5.82	$	2.28		126,867	$	2.28
$2.30 - $4.86		162,338		3.80	$	3.39		119,233	$	3.43
$4.92 - $4.92		600,000		4.39	$	4.92		300,000	$	4.92
$4.98 - $6.58		376,779		3.75	$	6.19		284,274	$	6.10
$6.76 - $9.54		55,500		3.24	$	7.90		41,159	$	8.00
$11.16 - $11.16		3,400		0.32	$	11.16		3,400	$	11.16
$14.61 - $14.61		20,000		0.18	$	14.61		20,000	$	14.61
$1.50 - $14.61		2,757,921		4.97	$	3.60		1,257,418	$	4.25

The determination of the fair value of options granted is computed using the Black-Scholes option pricing model with the following weighted average assumptions:

	Employee Stock Option Plan
	FY 2023			FY 2022
Average risk free interest rate		4.57	%		3.82	%
Expected life (in years)	4.40 years			4.50 years
Dividend yield		—			—
Average volatility		77.0	%		76.0	%

The weighted average grant date fair value of options granted as calculated using the Black-Scholes option pricing was $1.32 and $1.55 per share for the fiscal years 2023 and 2022, respectively.

Option pricing models require the input of various subjective assumptions, including the option’s expected life and the price volatility of the underlying stock. The expected stock price volatility is based on analysis of our stock price history over a period commensurate with the expected term of the options, trading volume of our stock, look-back volatilities and Company specific events that affected volatility in a prior period. The expected term of employee stock options represents the weighted average period the stock options are expected to remain outstanding and is based on the history of exercises and cancellations on all past option grants made, the contractual term, the vesting period and the expected remaining term of the outstanding options. The risk-free interest rate is based on the U.S. Treasury interest rates whose term is consistent with the expected life of the stock options. No dividend yield is included as we have not issued any dividends and does not anticipate issuing any dividends in the future.

Information regarding stock options outstanding, exercisable and expected to vest as of December 30, 2023 is summarized below:

	Number of		Weighted Average		Weighted Average Remaining Contractual		Aggregate Intrinsic Value
	Shares		Exercise Price		Life (years)		(thousands)
Options outstanding		2,757,921	$	3.60		4.97	$	1,020
Options vested and expected to vest		2,671,222	$	3.64		4.92	$	967
Options exercisable		1,257,418	$	4.25		3.63	$	335

The aggregate intrinsic value in the table above represents the total pretax intrinsic value (the difference between our closing stock price on the last trading day of fiscal 2023 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on December 30, 2023. This amount is subject to change due to changes to the fair market value of our common stock. The total intrinsic value of options exercised for fiscal years 2023 and 2022 were approximately $20 thousand and $23 thousand, respectively.

Restricted Stock Units

Effective for the 2018 fiscal year and thereafter, each non-employee member of the Board of Directors receives an annual equity award of either restricted stock or restricted stock units, at the election of such Board member, in each case equal to $75 thousand worth of our common stock (determined at the fair market value of the shares at the time such award is granted) under our Incentive Plan. Each equity award vests in full on the earlier of the one-year anniversary of the date of grant or the Company’s next annual meeting of stockholders, provided that the non-employee member continues to serve on the Board through such date.

Summary of Restricted Stock Units

We recognize the estimated compensation expense of restricted stock units, net of estimated forfeitures, over the vesting term. The estimated compensation expense is based on the fair value of our common stock on the date of grant.

Information regarding the restricted stock units outstanding, vested and expected to vest as of December 30, 2023 is summarized below:

	Number of Shares		Weighted Average Remaining Contractual Life (years)		Aggregate Intrinsic Value (thousands)
Restricted stock units outstanding		353,212		0.65	$	993
Restricted stock units vested and expected to vest		340,595		0.64	$	957

The intrinsic value of the restricted stock units is calculated based on the closing price of our shares as quoted on the Nasdaq Global Market on the last trading day of the fiscal year, December 29, 2023, of $2.81.

The majority of the restricted stock units that were released in fiscal year 2023 were net-share settled such that we withheld shares with value equivalent to the employees’ minimum statutory obligation for the applicable income and other employment taxes, and remitted the cash to the appropriate taxing authorities. The total shares withheld were based on the value of the restricted stock units on their release date as determined by our closing stock price. These net-share settlements had the effect of share repurchases as they reduced and retired the number of shares that would have otherwise been issued as a result of the release and did not represent an expense to us. For the fiscal year ended December 30, 2023, 265,956 shares of restricted stock units were released with an intrinsic value of approximately $540 thousand. We withheld 40,644 shares to satisfy approximately $88 thousand of employees’ minimum tax obligation on the released restricted stock units.

Information regarding the restricted stock unit activity during the years ended December 30, 2023 and December 31, 2022 is summarized below:

	Number of Shares			Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2022		253,761		$	3.50
Restricted stock units granted		364,870		$	2.45
Restricted stock units released		(138,964	)	$	4.88
Restricted stock units forfeited		(6,638	)	$	5.08
Outstanding as of December 31, 2022		473,029		$	3.13
Restricted stock units granted		196,335		$	1.91
Restricted stock units released		(265,956	)	$	3.10
Restricted stock units forfeited		(50,196	)	$	3.22
Outstanding as of December 30, 2023		353,212		$	2.46

During the year ended December 30, 2023, the Company awarded 196,335 restricted stock units at a weighted average grant date fair value of $1.91 per share. During the year ended December 31, 2022, the Company awarded 364,870 restricted stock units at a weighted average grant date fair value of $2.45 per share.