Restricted Stock Units

6 Months Ended

Jun. 30, 2019

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Stock Based Compensation

Glowpoint 2014 Equity Incentive Plan

On May 28, 2014, the Glowpoint, Inc. 2014 Equity Incentive Plan (the “2014 Plan”) was approved by the Company’s stockholders at the Company’s 2014 Annual Meeting of Stockholders. The purpose of the 2014 Plan is to promote the success of the Company and to increase stockholder value by providing an additional means to attract, motivate, retain, and reward selected employees and other eligible persons through the grant of equity awards. Awards may be granted under the 2014 Plan to officers, employees, directors and consultants of the Company or its subsidiary. The 2014 Plan permits the grant of stock options, stock appreciation rights, restricted shares, restricted stock units, cash awards and other awards, including stock bonuses, performance stock, performance units, dividend equivalents, or similar rights to purchase or acquire shares, whether at a fixed or variable price or ratio related to the Company’s common stock, upon the passage of time, the occurrence of one or more events, or the satisfaction of performance criteria or other conditions, or any combination thereof, or any similar securities with a value derived from the value of or related to the Company’s common stock, or returns thereon. A total of 440,000 shares of the Company’s common stock were initially available for issuance under the 2014 Plan. At the 2018 Annual Meeting of Stockholders held on May 31, 2018, the Company’s stockholders approved an amendment to the 2014 Plan to, among other things, increase the number of shares of common stock available for issuance under the 2014 Plan by 300,000 shares (the "Amendment"). As of June 30, 2019, 373 shares were available for issuance under the 2014 Plan. In July 2019, 399,855 restricted stock units expired and were forfeited, resulting in a corresponding increase in shares available for issuance under the 2014 Plan.

Glowpoint 2007 Stock Incentive Plan

In May 2014, the Board terminated the Glowpoint 2007 Stock Incentive Plan (the “2007 Plan”). Notwithstanding the termination of the 2007 Plan, outstanding awards under the 2007 Plan will remain in effect in accordance with their terms. As of June 30, 2019, options to purchase a total of 117,726 shares of common stock and 11,320 shares of restricted stock were outstanding under the 2007 Plan. No shares are available for issuance under the 2007 Plan.

Glowpoint 2000 Stock Incentive Plan

In June 2010, the Board terminated the Glowpoint 2000 Stock Incentive Plan (as amended, the “2000 Plan”). Notwithstanding the termination of the 2000 Plan, outstanding awards under the 2000 Plan will remain in effect in accordance with their terms. As of June 30, 2019, options to purchase a total of 25 shares of common stock were outstanding under the 2000 Plan. No shares are available for issuance under the 2000 Plan.

Stock Options

For the six months ended June 30, 2019, no stock options were granted; therefore, no fair value assumptions are presented herein. A summary of stock options expired under our stock incentive plans and stock options outstanding as of, and changes made during, the six months ended June 30, 2019, is presented below:



	Outstanding				Exercisable
	Number of Shares Underlying Options		Weighted Average Exercise Price		Number of Shares Underlying Options	Weighted Average Exercise Price
Options outstanding, December 31, 2018	118,003		$	19.90	118,003	$	19.90
Expired	(252	)	16.28
Options outstanding, June 30, 2019	117,751		$	19.91	117,751	$	19.91

Stock-based compensation expense related to stock options was $0 for the three and six months ended June 30, 2019 and 2018. There is no remaining unrecognized stock-based compensation expense for stock options as of June 30, 2019.

Restricted Stock Units (RSUs)

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Restricted Stock Units

A summary of unvested restricted stock units (“RSUs”) outstanding as of, and changes made during, the six months ended June 30, 2019, is presented below:



	RSUs		Weighted Average Grant Price
Unvested restricted stock units outstanding, December 31, 2018	503,518		$	1.94
Granted	52,979		1.31
Vested	(112,005	)	3.10
Forfeited	(267	)	1.31
Unvested restricted stock units outstanding, June 30, 2019	444,225		$	1.57

During the six months ended June 30, 2019, 91,999 shares were issued to satisfy vested RSUs, of which 75,175 shares were issued from the Company’s treasury stock. The number of RSUs vested during the six months ended June 30, 2019 includes 24,444 shares withheld and repurchased by the Company from employees to satisfy $35,000 of tax obligations relating to the vesting of such shares. Such shares are included in “Purchase of treasury stock” during the six months ended June 30, 2019.

As of June 30, 2019, 98,763 vested RSUs issued to non-employee directors remain outstanding as shares of common stock have not yet been delivered due to the deferred payment provisions set forth in these RSUs.

As of June 30, 2019, 421,890 unvested RSUs have performance-based vesting provisions and are subject to forfeiture, in whole or in part, if these performance conditions are not achieved. Management assesses, on an ongoing basis, the probability of whether the performance criteria will be achieved and, once it is deemed probable, stock-based compensation expense is recognized over the relevant performance period. In July 2019, 399,855 RSUs expired based on the terms set forth in these RSUs and such RSUs were forfeited.

As of June 30, 2019, 22,335 unvested RSUs have timed-based vesting provisions, and the cost of the RSUs is expensed, which is determined to be the fair market value of the shares at the date of grant, on a straight-line basis over the vesting period.

Stock-based compensation expense related to RSUs is allocated as follows (in thousands):



	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2019		2018		2019		2018
Cost of revenue	$	4	$	12	$	8	$	17
Research and development	5		18		9		28
Sales and marketing	—		2		—		4
General and administrative	14		75		33		98
	$	23	$	107	$	50	$	147

The remaining unrecognized stock-based compensation expense for RSUs as of June 30, 2019 was $643,000. Of this amount $18,000 relates to time-based RSUs with a remaining weighted average period of 1.08 years. The remaining $625,000 of unrecognized stock-based compensation expense relates to performance-based RSUs for which expense will be recognized upon it becoming probable that the Company achieves defined financial targets or a change of control occurs.