Stock-Based Compensation

9 Months Ended

Sep. 30, 2018

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation

4. Stock-Based Compensation

There was no stock-based compensation expense for the three months ended September 30, 2018, nor is there any remaining unrecognized stock-based compensation expense at September 30, 2018. The stock-based compensation expense for the nine months ended September 30, 2018 and 2017 reflects the estimated fair value of the vested portion of options granted to employees, directors and eligible consultants. On April 11, 2018, the Company issued to the CEO, Håkan Persson, a total of 30,000 immediately vested options to purchase shares of the Company’s common stock at an exercise price of $15.00 per share that expire on April 11, 2021. The purchase price of the stock options was determined to be $0.40 per option for a total amount of $12,000. Under Sweden law, the CEO is required to purchase the stock options from the Company, therefore the $12,000 was recorded as stock-based compensation expense. At the discretion of the board of directors, the Company absorbed the cost and recorded the amount as a bonus to this employee on date of grant. Stock-based compensation expense in the accompanying condensed consolidated statements of operations is as follows (in thousands):

	Three months ended September 30,				Nine months ended September 30,
	2018		2017		2018		2017
Sales and marketing		-		11		6		39
General and administrative		-		6		23		17
Total stock-based compensation expense	$	-	$	17	$	29	$	56

	Remaining unrecognized expense at September 30, 2018
Stock-based compensation	$	-

The estimated fair value of stock-based awards is calculated using the Black-Scholes option pricing model, even though this model was developed to estimate the fair value of freely tradable, fully transferable options without vesting restrictions, which differ significantly from our stock options. The Black-Scholes model also requires subjective assumptions, including future stock price volatility and expected time to exercise, which greatly affect the calculated values. The expected term and forfeiture rate of options granted is derived from historical data on employee exercises and post-vesting employment termination behavior, as well as expected behavior on outstanding options. The risk-free rate is based on the U.S. Treasury rates in effect during the corresponding period of grant. The expected volatility is based on the historical volatility of our stock price. These factors could change in the future, which would affect fair values of stock options granted in such future periods, and could cause volatility in the total amount of the stock-based compensation expense reported in future periods.

Stock Options

We have adopted equity incentive plans for which stock options and restricted stock awards are available to grant to employees, consultants and directors. Except for the 30,000 options issued to the CEO (see above), all employee, consultant and director stock options granted under our stock option plans have an exercise price equal to the market value of the underlying common stock on the grant date. There are no vesting provisions tied to performance conditions for any options, as vesting for all outstanding option grants was based only on continued service as an employee, consultant or director. All of our outstanding stock options and restricted stock awards are classified as equity instruments.

As of September 30, 2018, we had two equity incentive plans:

● The 2006 Equity Incentive Plan; and

● The 2015 Stock Incentive Plan

A summary of the combined activity under all of the stock option plans is set forth below:

	Number of Options Outstanding			Weighted Average Exercise Price
Outstanding at January 1, 2018		175,600		$	42.00
Granted		30,000			15.00
Cancelled		(78,300	)		41.30
Expired		(26,000	)		41.50
Outstanding at September 30, 2018		101,300		$	34.65

The aggregate intrinsic value of the 101,300 stock options that are outstanding, vested and expected to vest as of September 30, 2018 was $0.

For the three and nine months ended September 30, 2018 and 2017, we recorded $0 and $29,000 and $17,000 and $56,000, respectively, of compensation expense related to the vesting of stock options. The fair value of the stock-based compensation was calculated using the Black-Scholes option pricing model as of the date of grant of the stock option.

During the nine months ended September 30, 2018, we granted 30,000 options to purchase shares of our common stock to the CEO with a grant fair value of $6,000 computed using the Black-Scholes option pricing model. The weighted average grant date fair value of the options during the nine months ended September 30, 2018 was $0.20. We did not grant any options to purchase shares to any of the members of our board of directors.

See below for assumptions used in the valuation of stock options: 

	For the nine months ended
	September 30, 2018
Annual dividend yield		-
Expected life (years)		1.50
Risk-free interest rate		2.2	%
Expected volatility		71	%

Stock options granted under the 2006 and 2015 Plans are exercisable over a maximum term of ten years from the date of grant, vest in various installments over a one to four-year period and have exercise prices reflecting the market value of the shares of common stock on the date of grant.