Stock-based Compensation

3 Months Ended

Mar. 31, 2017

Share-based Compensation [Abstract]

Stock-based Compensation

Note 7. Stock-based Compensation

As of March 31, 2017, 1,255,270 shares of the Company’s common stock were available for future grants under the Company’s 2012 Employee, Director and Consultant Equity Incentive Plan. Total stock-based compensation expense for the periods ended March 31, 2017 and 2016 was $741 and $463, respectively.

The following table illustrates the options granted during the three-month period ended March 31, 2017.

Title	Grant date	No. of options		Exercise price	Fair value at grant date	Vesting terms	Assumptions used in Black-Scholes option pricing model
Directors, management, and employees	January 2017		1,545,000	$2.12 – $2.15	$0.89 – $0.96	Over 1 year for directors; Over 3 years for management and employees	Volatility: 44.27% – 44.90% Risk free interest rate: 1.95% – 2.16% Expected term, in years: 5.29 – 5.79 Dividend yield: 0.00%

The following table illustrates the RSUs granted during the three-month period ended March 31, 2017.

Title	Grant date	No. of RSUs		Fair value at grant date		Vesting term
Management and employees	January 2017		400,942	$	2.12	Over 1 year period, vesting on 1 year anniversary of grant date

The activity related to stock options and RSUs during the three-month period ended March 31, 2017 consisted of the following:

	RSUs				Options
			Weighted								Weighted
			average				Weighted				average
	No. of		grant date		No. of		average		Exercise		grant date
	RSUs		fair value		options		exercise price		price range		fair value
Outstanding as of January 1, 2017		—		—		3,679,101	$	7.60	$	1.55 – 55.00	$	5.41
Granted		400,942	$	2.12		1,545,000	$	2.12	$	2.12 – 2.15	$	0.93
Vested/Exercised		—		—		—		—		—		—
Forfeited		—		—		(69,001)	$	25.92	$	1.90 – 37.20	$	17.58
Expired		—		—		(16,368)	$	43.66	$	9.94 – 55.00	$	22.02
Outstanding as of March 31, 2017		400,942	$	2.12		5,138,732	$	5.59	$	1.55 – 41.00	$	3.85
Exercisable as of March 31, 2017		—		—		2,028,941	$	11.39	$	1.55 – 41.00

On January 20, 2017, the Company entered into amended employment agreements with its named executive officers. Under the terms of some of these agreements, certain of these officers are entitled to a percentage of the amount equal to the total amount of cash and the fair market value of all non-cash consideration paid or payable to the Company or its stockholders in connection with an initial public offering or a change of control of certain subsidiaries of the Company. The amended employment agreements also allow for the granting of equity awards to certain officers in connection with an initial public offering of certain subsidiaries of the Company.

The Company did not recognize tax benefits related to its stock-based compensation as there is a full valuation allowance recorded.