On November 4, 2016, the Company’s stockholders approved the Company’s 2016 Omnibus Incentive Plan (“2016 Plan”). The 2016 Plan replaced and superseded the Company’s Amended and Restated 2009 Equity Incentive Plan. Under the 2016 Plan, all employees, directors, officers, consultants and advisors of the Company, including those of the Company’s subsidiaries, are eligible to be granted common stock, options or other stock-based awards. At inception, there were approximately 0.2 million shares of the Company’s common stock available for issuance under the 2016 Plan. The 2016 Plan was amended at the 2017 Annual Meeting of Stockholders to increase the number of shares available under the plan by 0.19 million shares.

As of December 31, 2019, there were less than 0.1 million common shares available for issuance under the 2016 Plan.

At the Special Meeting of Stockholders of the Company held on April 26, 2018, the Company’s stockholders approved an amendment to the Company’s Certificate of Incorporation to increase the number of authorized shares of its common stock, $.001 par value per share, from 150 million to 260 million.

On March 14, 2019, the Company effected a Reverse Stock Split of its common stock. No fractional shares were issued in connection with the Reverse Stock Split. Stockholders who otherwise would have been entitled to receive fractional shares of common stock had their holdings rounded up to the next whole share. Unless the context otherwise requires, all share and per share amounts in this annual report on Form 10-K have been adjusted to reflect the Reverse Stock Split.

There were no grants of stock options and no compensation expense related to stock option grants during FY 2019 or FY 2018, as all prior awards have been fully expensed.

During FY 2019 and FY 2018, there were no exercised stock options. Additionally, during FY 2019, the remaining 1,500 stock options previously granted with a weighted average exercise price of $171.60 expired.

Compensation cost for restricted stock is measured as the excess, if any, of the quoted market price of the Company’s stock at the date the common stock is issued over the amount the employee must pay to acquire the stock (which is generally zero). Compensation cost is recognized over the period between the issue date and the date any restrictions lapse, with compensation cost recognized on a straight-line basis over the requisite service period. The restrictions do not affect voting and dividend rights.

The following tables summarize information about unvested restricted stock transactions:

	FY 2019					FY 2018
	Shares			Weighted Average Grant Date Fair Value		Shares			Weighted Average Grant Date Fair Value
Non-vested, January 1,		239,077		$	2.68		54,490		$	76.49
Granted		329,145			1.70		319,378			2.20
Vested		(241,082	)		2.26		(109,872	)		21.40
Forfeited/Canceled		(296	)		75.20		(24,919	)		76.00
Non-vested, December 31,		326,844		$	1.94		239,077		$	2.68

The Company has awarded time-based restricted shares of common stock to certain employees. The awards have restriction periods tied to employment and vest over a maximum period of approximately 3 years. The cost of the time-based restricted stock awards, which is the fair market value on the date of grant net of estimated forfeitures, is expensed ratably over the vesting period. During FY 2019 and FY 2018, the Company awarded approximately 0.3 million and 0.3 million restricted shares, respectively, with a fair market value of approximately $0.6 million and $0.7 million, respectively.

Compensation expense related to restricted stock grants for FY 2019 and FY 2018 was approximately $0.8 million and $1.3 million, respectively. An additional amount of $0.4 million of compensation expense related to restricted stock grants (inclusive of the restricted stock grants awarded as part of the long-term incentive plan discussed below) is expected to be expensed evenly over a periods of approximately twelve to twenty seven months. During FY 2019 and FY 2018, the Company repurchased shares valued at $0.2 million and $0.2 million, respectively, of its common stock in connection with net share settlement of restricted stock grants.

On January 7, 2016, the Company awarded to certain employees a retention stock grant of approximately 1.3 million shares with a then current value of approximately $7.5 million. The awards cliff vest in three years based on the Company’s total shareholder return measured against a peer group, as described in the Company’s Form 10-K/A filed on April 29, 2016. The grant date fair value of the awards issued on January 7, 2016 was $42.50. As of December 31, 2018, pursuant to the terms of the awards and based upon the Company’s performance over the vesting period, no shares were issued upon expiration of the grant.

Mr. John Haugh, the Company’s former Chief Executive Officer, was issued an employment inducement award pursuant to his employment agreement. The terms of the Employment Inducement Award are similar to the retention stock awards provided to all other employees, as described above. The grant date fair value of Mr. Haugh’s award issued on February 23, 2016 was $57.50. As of June 15, 2018, Mr. Haugh, was no longer an employee of the Company or a member of the Company’s board of directors. As of Mr. Haugh’s termination date, the retention stock awards were not earning out, and therefore, the vesting of shares associated with Mr. Haugh’s awards resulted in zero shares issuable.

On October 15, 2018, the Company hired Robert C. Galvin as its Chief Executive Officer and President and he was appointed to the Company’s board of directors. Mr. Galvin was issued an Employment Inducement Award pursuant to his employment agreement. The terms of the Employment Inducement Award are similar to the retention stock awards provided to other employees as described above. The grant date fair value of Mr. Galvin’s award issued on October 15, 2018 was $0.18 and was based on the following range of assumptions for the Company and the peer group (the grant date fair value and stock price valuation assumptions in the table below have not been updated to reflect the Reverse Stock Split):

	October 15, 2018
Valuation Assumptions:
Beginning average stock price (20 trading days prior to October 15, 2018)	$0.27 - $86.49
Valuation date stock price (closing values on October 15, 2018)	$0.22 - $80.27
Risk free interest rate		2.92	%
Expected dividend yield used when simulating the total shareholder return		0.00	%
Expected dividend yield used when simulating the Company's stock price		0.00	%
Stock price volatility (based on historical stock price over the last 3.00 years)	20.88% - 108.81%
Correlation coefficients	-0.02 -0.48

Compensation related to the retention stock awards was an expense of approximately $0.2 million and an expense of approximately $0.3 million for FY 2019 and FY 2018, respectively. An additional amount of $0.2 million of compensation expense related to retention stock awards is expected to be expensed over a period of approximately 1.8 years.

On March 31, 2016, the Company approved a new plan for long-term incentive compensation (the “2016 LTIP”) for key employees and granted equity awards under the 2016 LTIP in the aggregate amount of approximately 0.7 million shares at a weighted average share price of $73.10 with a then current value of approximately $5.2 million. The awards granted were a combination of restricted stock units (“RSUs”) and target level performance stock units (“PSUs”). Pursuant to the terms of the awards and based upon the Company’s performance over the vesting period, less than 0.1 million were issued upon expiration of the grant on March 31, 2019.

On March 7, 2017, the Company approved a new plan for long-term incentive compensation (the “2017 LTIP”) for certain employees and granted equity awards under the 2017 LTIP in the aggregate amount of approximately 0.1 million shares at a weighted average share price of $75.20 with a then current value of $6.6 million. The awards granted were a combination of RSUs and target level PSUs. The material terms of the PSUs and RSUs are substantially similar to those set forth in the 2016 LTIP. Specifically, the RSUs vest one third annually on each of March 30, 2018, March 30, 2019 and March 30, 2020. The PSUs vest based on performance metrics approved by the Compensation Committee, which, for the performance period commencing January 1, 2017 and ending on December 31, 2019, are based on the Company’s achievement of an aggregated adjusted operating income performance target as set forth in the applicable award agreements, and continued employment through December 31, 2019. In FY 2019, less than 0.1 million shares were forfeited in respect of the 2017 LTIP. The Company does not expect any of the 2017 LTIP shares to achieve target performance and vest. The weighted average remaining contractual term (in years) of the PSUs is less than one year.

On March 15, 2018, the Company approved a new plan for long-term incentive compensation (the “2018 LTIP”) for certain employees which consisted of (i) equity awards in the aggregate amount of approximately 0.2 million shares at a weighted average share price of $13.80 with a then current value of $3.1 million and (ii) cash awards in the aggregate amount of approximately $3.1 million (the “Cash Grant”). The Cash Grants comprising the 2018 LTIP vest in 48 equal semi-monthly installments on the 15^th and last days of each month, beginning March 31, 2018 and ending March 15, 2020, subject in each case to continued employment through the applicable vesting date. Each installment is paid within 15 days of the applicable vesting date. Upon the end of an employee’s employment with the Company, any remaining unpaid portion of the Cash Grant is forfeited. The PSUs vest based on performance metrics approved by the Compensation Committee over three separate performance periods, commencing on January 1 of each of 2018, 2019 and 2020 and ending on December 31 of each of 2018, 2019 and 2020, which, for each such performance period, are based on the Company’s achievement of an aggregated adjusted operating income performance target to be set by the Compensation Committee prior to March 30 of each applicable performance period, and continued employment through the settlement date. For FY 2019, there were 0.2 million shares forfeited in respect of the 2018 LTIP. As of December 31, 2019, none of the performance targets have been met. The weighted average remaining contractual term of the PSUs is less than two years.

Compensation recognized related to the PSUs granted as part of the long-term incentive plans was an expense of less than $0.1 million as compared to a compensation benefit of $3.9 million in FY 2019 and FY 2018, respectively. The compensation benefit recognized during FY 2018 is as a result of the Company revising its future forecasted earnings associated with the Sears bankruptcy filing, which in accordance with ASC 718, required the Company to reverse compensation expense recognized in prior periods as the PSUs were no longer projected to earn-out on the vesting date for the 2017 LTIP, as well as the reversal of compensation expense during the year due to the departure of certain named executive officers. An additional amount of $0.2 million of compensation expense related to the PSUs granted as part of the various LTIPs is expected to be expensed over a period of less than one year.