11.	Share-Based Compensation

April

2017,

the Company had

four

share-based employee compensation plans. The Company measures the fair value of share-based awards, if and when granted, based on the Black-Scholes method and using the closing market price of the Company’s common stock on the date of grant. Awards vest over periods ranging from

one

three

years and expire within

years of issuance. Share-based compensation expense related to time-based awards is amortized in accordance with applicable vesting periods using the straight-line method. The Company vests performance-based awards only when the performance metrics are likely to be achieved and the associated awards are therefore likely to vest. Performance-based share awards that are likely to vest are also expensed on a straight-line basis over the vesting period but

may

vest on a retroactive basis or be reversed, depending on when it is determined that they are likely to vest, or in the case of a reversal when they are later determined to be unlikely to vest.

Share-based compensation expense of

$203

and

$201

was recognized for the

thirteen

week periods

ended

April

2017

and

April

2016,

respectively. Share based compensation for the

thirteen

week period ended

April

2017

did not include any expense associated with performance-based restricted stock units since they were, as of

April

2017,

determined to be unlikely to vest.

As of

April

2017,

the Company had approximately

$0.4

million of total unrecognized compensation cost related to all time-based non-vested share-based awards granted under the Company’s various share-based plans, which the Company expects to recognize over approximately a

two

-year period. These amounts do not include a) performance-based restricted stock units, b) the cost of any additional share-based awards that

may

be granted in future periods or c) the impact of any potential changes in the Company’s forfeiture rate.

Incentive S

hare-Based

Plans

2000

Employee Stock Incentive Plan (the

2000

Plan)

The

2000

Plan, approved by the Company’s stockholders in

April

2001,

provided for the issuance of up to

1,500,000

shares of the Company’s common stock to officers and key employees of the Company and its subsidiaries or consultants and advisors utilized by the Company. As of

April

2017,

under the

2000

Plan, options to purchase

25,000

shares of common stock granted under the

2000

Plan were outstanding. The

2000

Plan has expired therefore no shares are available for grant thereunder.

2007

Omnibus Equity Compensation Plan (the

2007

Plan)

The

2007

Plan, approved by the Company’s stockholders in

June

2007,

provides for the issuance of up to

700,000

shares of the Company’s common stock to officers, non-employee directors, employees of the Company and its subsidiaries or consultants and advisors utilized by the Company. As of

April

2017,

under the

2007

Plan, options to purchase

17,000

shares of common stock were outstanding. The

2007

Plan has expired therefore no shares are available for grant thereunder.

2014

Omnibus Equity Compensation Plan (the

2014

Plan)

The

2014

Plan, approved by the Company’s stockholders in

December

2014,

provides for the issuance of up to

625,000

shares of the Company’s common stock to officers, non-employee directors, employees of the Company and its subsidiaries or consultants and advisors utilized by the Company. In fiscal

2016,

the Company amended the

2014

Plan with shareholder approval to increase the aggregate number of shares of stock reserved for issuance under the Plan by an additional

500,000

shares so that the total number of shares of stock reserved for issuance under the Plan is

1,125,000

shares. The expiration date of the Plan is

December

2026.

The Compensation Committee of the Board of Directors determines the vesting period at the time of grant. As of

April

2017,

under the

2014

Plan,

597,734

restricted stock units were outstanding, including

400,000

performance-based restricted stock units the Company currently deems unlikely to vest and

419,266

shares were available for awards thereunder.

Employee Stock Purchase Plan

The Company implemented the

2001

Employee Stock Purchase Plan (the “Purchase Plan”) with shareholder approval, effective

January

2001.

Under the Purchase Plan, employees meeting certain specific employment qualifications are eligible to participate and can purchase shares of common stock semi-annually through payroll deductions at the lower of

85%

of the fair market value of the stock at the commencement or end of the offering period. The purchase plan permits eligible employees to purchase shares of common stock through payroll deductions for up to

10%

of qualified compensation.

In fiscal

2015,

the Company amended the Purchase Plan with shareholder approval to increase the aggregate number of shares of stock reserved for issuance or transfer under the Plan by an additional

300,000

shares so that the total number of shares of stock reserved for issuance or transfer under the Plan shall be

1,100,000

shares and to extend the expiration date of the Plan to

December

31,

2025.

The Company has

two

offering periods in the Purchase Plan coinciding with the Company’s

first

two

fiscal quarters and the last

two

fiscal quarters. Actual shares are issued on the

first

business day of the subsequent offering period for the prior offering period payroll deductions. The number of shares issued at the beginning of the current period (on

January

2017)

was

43,748.

As of

April

2017,

there were

224,463

shares available for issuance under the Purchase Plan.

Stock Option

Awards

There were no options granted during both

thirteen

week periods

ended

April

2017

and

April

2016.

Activity regarding outstanding options for the

thirteen

week period ended

April

2017

is as follows:

	All Stock Options Outstanding
	Shares			Weighted Average Exercise Price
Options outstanding as of December 31, 2016		42,000		$	8.27
Options granted		-
Options exercised		-
Options forfeited/cancelled		-

Options outstanding as of April 1, 2017		42,000		$	8.27

Options outstanding price range at April 1, 2017	$5.27	-	9.81

Options exercisable as of April 1, 2017		27,000

Intrinsic value per share of outstanding stock options as of April 1, 2017		$0

As of

April

2017,

the Company had approximately

of total unrecognized compensation cost related to all non-vested stock option awards.

Time-Based

Restricted Stock

Units

From time-to-time the Company issues time-based restricted stock units. These time-based restricted stock units typically include dividend accrual equivalents, which means that any dividends paid by the Company during the vesting period become due and payable after the vesting period assuming the grantee’s restricted stock unit fully vests. Dividends for these grants are accrued on the dividend payment dates and included in accounts payable and accrued expenses on the accompanying consolidated balance sheet. Dividends for time-based restricted stock units that ultimately do not vest are forfeited.

To date, the Company has only issued time-based restricted stock units under the

2007

and

2014

Plans. The following summarizes the activity in the time-based restricted stock units under the

2007

and

2014

Plans during the

thirteen

week period ended

April

2017:

	Number of Time-Based Restricted Stock Units		Weighted Average Grant Date Fair Value per Share
Outstanding non-vested at December 31, 2016		197,734	$	7.33
Granted		-		-
Vested		-		-
Forfeited or expired		-		-
Outstanding non-vested at April 1, 2017		197,734	$	7.33

Based on the closing price of the Company’s common stock of

$4.76

per share on

March

31,

2017

(the last trading day prior to

April

2017),

the intrinsic value of the time-based non-vested restricted stock units at

April

2017

was approximately

$0.9

million. As of

April

2017,

there was approximately

$0.4

million of total unrecognized compensation cost related to time-based restricted stock units, which is expected to be recognized over the vesting period of the restricted stock units.

Performance Based Restricted Stock Units

From time-to-time the Company issues performance-based restricted stock units to its executives. Performance-based restricted stock units are typically vested based on certain multi-year performance metrics as determined by the Board of Directors Compensation Committee. These performance-based restricted stock units typically include dividend accrual equivalents, which means that any dividends paid by the Company during the vesting period become due and payable after the vesting period on any stock units that actually vest, if any. Dividends for these grants are accrued on the dividend payment dates and included in accounts payable and accrued expenses on the accompanying consolidated balance sheet. Dividends for performance-based restricted stock units that ultimately do not vest are forfeited.

To date, the Company has only issued performance-based restricted stock units under the

2014

Plan. The following summarizes the activity in the performance-based restricted stock units during

2017:

	Number of Performance-Based Restricted Stock Units		Weighted Average Grant Date Fair Value per Share
Outstanding non-vested at December 31, 2016		200,000	$	5.36
Granted		200,000	$	4.85
Vested		-		-
Forfeited or expired		-		-
Outstanding non-vested at April 1, 2017		400,000	$	5.11

As of

April

2017,

the Company considers

400,000

of the performance-based restricted stock unit metrics unlikely to be achieved, thus no performance condition is probable of achievement and no compensation cost has been recognized on the performance-based restricted stock units. The Company will reassess at each reporting date whether achievement of any performance condition is probable and would begin recognizing compensation cost if and when achievement of the performance condition becomes probable. The Company will then recognize the appropriate expense cumulatively in the year performance becomes probable and recognize the remaining compensation cost over the remaining requisite service period.