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Share Based Compensation
9 Months Ended
Sep. 30, 2020
Share-based Payment Arrangement [Abstract]  
Share Based Compensation

7. SHARE BASED COMPENSATION

 

The Company accounts for the issuance of equity awards to employees in accordance with ASC Topic 718, which requires that the cost resulting from all share-based payment transactions be recognized in the financial statements. This pronouncement establishes fair value as the measurement objective in accounting for share based payment arrangements and requires all companies to apply a fair value based measurement method in accounting for all share based payment transactions with employees. All stock-based compensation is included in operating expenses for the periods as follows:

 

    Three Months Ended     Nine Months Ended  
    September 30,     September 30,  
    2020     2019     2020     2019  
Compensation cost recognized:                                
Selling, general & administrative   $ 88,511     $ 64,290     $ 264,758     $ 497,102  
Research & development     8,646       6,753       22,151       16,722  
    $ 97,157     $ 71,043     $ 286,909     $ 513,824  

Stock Options

 

The Company uses the Black-Scholes option pricing model to value the options. The table below presents the weighted average expected life of the options in years. The expected life computation is based on the time to option expiration. Volatility is determined using changes in historical stock prices. The interest rate for periods within the expected life of the award is based on the U.S. Treasury yield curve in effect at the time of grant.

 

Stock option activity under the 2006 and 2015 Stock Option Plans (collectively, the “Plans”) during the periods indicated below were as follows:

 

    Number of
Shares
Subject to
Issuance
    Weighted-
average
Exercise Price
    Weighted-
average
Remaining
Contractual
Term
  Aggregate
Intrinsic
Value
 
                       
Outstanding at December 31, 2019     1,421,623     $ 1.78     1.96 years   $ 8,113,777  
Exercised     (767,741 )     1.18              
Outstanding at September 30, 2020     653,882     $ 2.49     2.74 years   $ 2,731,240  
                             
Exercisable at September 30, 2020     375,967     $ 2.33     2.36 years   $ 1,631,859  

 

The aggregate intrinsic value in the table above represents the total pretax intrinsic value (the difference between the Company’s closing stock price on the last trading day of the period and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had they all exercised their options on September 30, 2020. This amount changes based upon the fair market value of the Company’s stock.

 

Restricted Stock Units

 

The Company issues Restricted Stock Units (“RSUs”) which are equity-based instruments that may be settled in shares of common stock of the Company. During the nine months ended September 30, 2020, the Company issued RSUs to its officers as part of their 2019 annual bonuses and to certain directors as compensation. RSU agreements can vest immediately or with the passage of time. The vesting of all RSUs is contingent on continued board and employment services.

 

The compensation expense incurred by the Company for RSUs is based on the closing market price of the Company’s common stock on the date of grant and is amortized ratably on a straight-line basis over the requisite service period and charged to general and administrative expense with a corresponding increase to additional paid-in capital.

 

    Number of
Shares
    Weighted
Average
Grant Date
Fair Value
    Aggregate
Intrinsic
Value
 
                   
Outstanding at December 31, 2019     2,670     $ 7.49     $ -  
Granted     37,101       5.30          
Vested and settled in shares     (35,272 )     5.52          
                         
Outstanding at September 30, 2020     4,499     $ 6.67     $ -  

 

Performance Stock Units

 

On August 7, 2020, the Company issued 265,942 Performance Stock Units (PSUs) to its officers and certain employees as compensation. For these PSU agreements, 50% vest based on the Company’s market price and 50% vest based on its Adjusted EBITDA performance metric. Both the conditions are to occur over a passage of a specified time and is contingent on continued employment services.

 

For the market condition, compensation expense is based on a Geometric Brownian Motion valuation model based on the closing market price of the Company’s common stock on the date of grant and is amortized ratably on a straight-line basis over the requisite period. For the performance condition, the Company reviews the probability of achieving this goal on a periodic basis. If the Company determines that it is probable that the performance criteria will be achieved, the amount of compensation cost derived for this performance metric is amortized over the anticipated service period. If these criteria are not met, no compensation cost is recognized and any previously recognized compensation cost would be reversed. For both conditions, compensation expense is charged to selling, general and administrative and research and development expense with a corresponding increase to additional paid-in capital.

 

    Number of
Shares
    Weighted
Average
Grant Date
Fair Value
    Aggregate
Intrinsic
Value
 
                   
Outstanding at December 31, 2019     -     $ -     $ -  
Granted     265,942       7.91          
                         
Outstanding at September 30, 2020     265,942     $ 7.91     $ -  

 

As of September 30, 2020, there was $503,482 of total unrecognized compensation cost, net of estimated forfeitures, related to all unvested stock options, RSUs and PSUs, which is expected to be recognized over a weighted average period of approximately 2.21 years.

 

The Company had 1,259,019 shares available for future grants under the Plans at September 30, 2020.

 

Warrants

 

All previously granted warrants were issued with an exercise price that was equal to or above the fair market value of the Company’s common stock on the date of grant. As of September 30, 2020, the Company had 12,680 warrants outstanding with an exercise price of $2.20 which are exercisable through 2021. During the nine months ended September 30, 2020, there were 50,750 warrants exercised at an exercise price of $2.20 per share.