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STOCK-BASED COMPENSATION
9 Months Ended
Sep. 30, 2019
STOCK-BASED COMPENSATION  
STOCK-BASED COMPENSATION

11. STOCK-BASED COMPENSATION

Stock-based compensation awards consist of stock options, restricted stock units and bonus shares issued under the Company’s equity incentive plans which include: the 2013 Omnibus Incentive Plan (the “2013 Plan") and the Amended and Restated 2004 Directors’ Stock Option and Restricted Stock Plan (the “2004 Directors’ Plan"). Upon approval of the 2013 Plan by the Company’s stockholders on June 4, 2013, the Company’s authority to grant new awards under all plans other than the 2013 Plan was terminated. On July 18, 2017 and April 18, 2019, the Company’s stockholders approved amendments to the 2013 Plan to increase the authorized number of shares of common stock available and reserved for issuance under the 2013 Plan by 20,000 shares and 66,000 shares respectively and in 2017 re-approve the material terms of the performance goals under the plan. Under the 2013 Plan, the Company may grant awards of stock options, stock appreciation rights, restricted stock awards (“RSAs”), restricted stock units (“RSUs”), unrestricted stock, dividend equivalent rights, performance shares and other performance-based awards, other equity-based awards and cash bonus awards to eligible persons. The maximum number of the Company’s common stock that may be reserved for issuance under the 2013 Plan is currently 66,278 shares of common stock, plus unissued shares under the prior plans. Equity awards under the 2013 Plan are granted from time to time at the discretion of the Compensation Committee of the Board (the “Committee”), with vesting periods and other terms as determined by the Committee with a maximum term of 10 years. The 2013 Plan is administered by the Committee, which can delegate the administration to the Board, other Committees or to such other officers and employees of the Company as designated by the Committee and permitted by the 2013 Plan.

As of September 30, 2019, 45,886 shares were available for future issuances under the 2013 Plan. For the nine months ending September 30, 2019 and 2018, the Company recorded stock-based compensation expense of $0.2 million and $0.3 million, respectively. Stock compensation expense is recorded in general and administrative expenses.

In addition to the plans above, upon closing of the Company’s acquisition of Anatolia Energy Limited in November 2015, the Company issued 7,495 replacement options and performance shares to the option holders and performance shareholders of Anatolia Energy Limited. The number of replacement options and performance shares was based upon the Black-Scholes value with the exercise prices of the replacement options and performance shares determined using the exchange rate of 0.0001096. The options and performance shares were issued with the same terms and conditions as were applicable prior to the acquisition of Anatolia Energy Limited. As of September 30, 2019, there were 113 replacement options outstanding and no performance shares outstanding.

In addition to the plans above, upon closing of the Company’s acquisition of Alabama Graphite in April 2018, the Company issued 50,168 replacement options and warrants to the option and warrant holders of Alabama Graphite. The number of replacement options and warrants shares was determined using the arrangement exchange rate of 0.0016. The exercise prices for the option and warrant shares were first converted for the exchange rate of 0.0016 and then converted to USD using the exchange rate on December 13, 2017 of 0.77809 (CAD to USD). The options and warrant shares were issued with the same terms and conditions as were applicable prior to the acquisition of Alabama Graphite. As of September 30, 2019, there were 4,528 replacement options and 11,440 replacement warrants outstanding.

Stock Options

The following table summarizes stock options outstanding and changes for the three-month periods ending September 30, 2019 and 2018:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30, 2019

 

September 30, 2018

 

    

 

    

Weighted

    

 

    

Weighted

 

 

Number of

 

Average

 

Number of

 

Average

 

 

Stock

 

Exercise

 

Stock

 

Exercise

 

 

Options

 

Price

 

Options

 

Price

Stock options outstanding at beginning of period

 

18,546

 

$

64.49

 

5,723

 

$

276.50

Granted

 

20,942

 

 

19.25

 

16,254

 

 

49.00

Expired

 

(1,040)

 

 

78.00

 

(1,608)

 

 

262.00

Canceled or forfeited

 

(550)

 

 

19.25

 

 —

 

 

 —

Stock options outstanding at end of period

 

37,898

 

$

39.78

 

20,369

 

$

95.50

Stock options exercisable at end of period

 

37,898

 

$

39.78

 

20,369

 

$

95.50

 

The following table summarizes stock options outstanding and exercisable by stock option plan at September 30, 2019:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Stock Options

 

Exercisable Stock Options

 

    

Number of

    

Weighted

    

Number of

    

Weighted

 

 

Outstanding

 

Average

 

Stock Options

 

Average

Stock Option Plan

 

Stock Options 

 

Exercise Price

 

Exercisable 

 

Exercise Price

2004 Plan

 

96

 

$

1,752.25

 

96

 

$

1,752.25

2004 Directors’ Plan

 

 3

 

 

10,380.00

 

 3

 

 

10,380.00

2013 Plan

 

33,158

 

 

25.47

 

33,158

 

 

25.47

Replacement Options-AGC

 

4,528

 

 

81.65

 

4,528

 

 

81.65

Replacement Options-AEK

 

113

 

 

831.50

 

113

 

 

831.50

 

 

37,898

 

$

39.78

 

37,898

 

$

39.78

 

Restricted Stock Units

Time-based and performance-based RSUs are valued using the closing share price of the Company’s common stock on the date of grant. The final number of shares issued under performance-based RSUs is generally based on the Company’s prior year performance as determined by the Compensation Committee of the Board of Directors at each vesting date, and the valuation of such awards assumes full satisfaction of all performance criteria.

The following table summarizes RSU activity for the three-month periods ended September 30, 2019 and 2018:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30, 

 

September 30, 

 

 

2019

 

2018

 

    

 

    

Weighted-

    

 

    

Weighted-

 

 

 

 

Average

 

 

 

Average

 

 

Number of

 

Grant Date

 

Number of

 

Grant Date

 

 

RSUs

 

Fair Value

 

RSUs

 

Fair Value

Unvested RSUs at beginning of period

 

1,695

 

$

70.00

 

3,578

 

$

70.00

Granted

 

 —

 

 

 —

 

 —

 

 

 —

Forfeited

 

 —

 

 

 —

 

(189)

 

 

70.00

Vested

 

 —

 

 

 —

 

 —

 

 

 —

Unvested RSUs at end of period

 

1,695

 

$

70.00

 

3,389

 

$

70.00