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Shareholders' Equity
12 Months Ended
Dec. 31, 2019
Equity [Abstract]  
Shareholders' Equity

Note 9. Shareholders’ Equity

2005 Plan:

In 2005, we adopted a stock option plan for our employees, officers and directors (the “2005 Plan”). At the Annual Shareholders’ Meeting in May 2011, shareholders approved an amendment to the 2005 Plan to increase the number of shares issuable under the plan from 1.5 million shares to a total of 3 million shares. As of December 31, 2019, there were no shares available for issuance under the 2005 Plan.

2015 Plan:

In 2015, we adopted, and shareholders approved, a stock option plan for our employees, officers and directors (the “2015 Plan”) to replace the 2005 Plan, which expired on March 31, 2015.

Under the 2015 Plan, we awarded 20,000 RSUs to our four independent directors on November 14, 2019 (the “Grant Date”). The director RSUs will vest one-third, ratably, over three years on each anniversary of the Grant Date. Additionally, under the 2015 Plan and on the Grant Date, we awarded RSUs to our named executive officers (“NEO”) and employees, vesting of which is subject to specific market conditions as well as service conditions. The NEO and employee RSUs will vest on the third anniversary of the Grant Date, or November 14, 2022 (the “Vest Date”), if the Company’s average stock price for any consecutive 30-day period is at or above $2.75 (Tier 1 – 133,445 shares vest), $3.50 (Tier 2 – 208,643 shares vest), or $4.25 (Tier 3 – 257,078 shares vest) during the three year vesting period (the “Restricted Period”). Both grants were approved by our Compensation Committee as of the Grant Date.

During 2019, we did not grant any options to acquire shares of our common stock.

During 2018, we granted options to acquire: (i) 40 thousand shares of our common stock to employees at prices ranging from $2.17 to $3.35 per share; (ii) 105 thousand shares of our common stock to executive officers at prices ranging from $2.09 to $2.17 per share; and (iii) 90 thousand shares of our common stock to non-employee board members at a price of $2.17 per share.

The weighted average fair market value of the options granted during the years ended December 31 were estimated on the date of grant, using a Black-Scholes option pricing model with the following assumptions:

 

 

2018

 

Expected life of options (using the “simplified” method)

4 years

 

Average risk-free interest rate

2.63%

 

Average expected volatility of stock

69%

 

Expected dividend rate

None

 

Fair value of options granted

$282

 

 

Compensation cost related to stock options recognized in operating results (included in general and administrative expenses) totaled $141 and $227 for the years ended December 31, 2019 and 2018, respectively. Approximately $176 of total unrecognized compensation costs related to non-vested stock options is expected to be recognized over the next three years, depending on the vesting provisions of the options. There was no tax benefit from recording the non-cash expense as it relates to the options granted to employees, as these were qualified stock options which are not normally tax deductible.

Compensation cost related to RSUs recognized in operating results (included in general and administrative expenses) totaled $8 for the year ended December 31, 2019. Approximately $175 of total unrecognized compensation costs related to non-vested RSUs is expected to be recognized over the next three years.

 

Stock option activity under the expired 2005 and current 2015 Plans are as follows:

 

 

Number of Options

(in thousands)

 

 

Weighted Average Exercise Price

 

 

Weighted Average Remaining Contractual Life

 

 

Aggregate Intrinsic Value

 

2005 Plan

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum number of shares under the plan

 

3,000

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding, December 31, 2017

 

492

 

 

$

0.73

 

 

3.8 years

 

 

$

1,067

 

Granted

 

-

 

 

$

-

 

 

 

 

 

 

 

 

 

Exercised

 

(376

)

 

$

0.70

 

 

 

 

 

 

 

 

 

Cancelled/Expired

 

(62

)

 

$

0.86

 

 

 

 

 

 

 

 

 

Outstanding, December 31, 2018

 

54

 

 

$

0.79

 

 

0.4 years

 

 

$

95

 

Exercisable, December 31, 2018

 

54

 

 

$

0.79

 

 

0.4 years

 

 

$

95

 

Available for issuance, December 31, 2018

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

Granted

 

-

 

 

$

-

 

 

 

 

 

 

 

 

 

Exercised

 

(54

)

 

$

-

 

 

 

 

 

 

 

 

 

Cancelled/Expired

 

-

 

 

$

-

 

 

 

 

 

 

 

 

 

Outstanding, December 31, 2019

 

-

 

 

$

-

 

 

 

-

 

 

$

-

 

Exercisable, December 31, 2019

 

-

 

 

$

-

 

 

 

-

 

 

$

-

 

Available for issuance, expired as of December 31, 2019

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2015 Plan

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum number of shares under the plan

 

2,000

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding, December 31, 2017

 

785

 

 

$

1.32

 

 

6.4 years

 

 

$

1,238

 

Granted

 

235

 

 

$

2.26

 

 

 

 

 

 

 

 

 

Exercised

 

(147

)

 

$

1.25

 

 

 

 

 

 

 

 

 

Cancelled/Expired

 

(167

)

 

$

1.25

 

 

 

 

 

 

 

 

 

Outstanding, December 31, 2018

 

706

 

 

$

1.66

 

 

4.7 years

 

 

$

660

 

Exercisable, December 31, 2018

 

422

 

 

$

1.44

 

 

4.4 years

 

 

$

473

 

Available for issuance, December 31, 2018

 

1,294

 

 

 

 

 

 

 

 

 

 

 

 

 

Granted

 

-

 

 

$

-

 

 

 

 

 

 

 

 

 

Exercised

 

-

 

 

$

-

 

 

 

 

 

 

 

 

 

Cancelled/Expired

 

(31

)

 

$

1.90

 

 

 

 

 

 

 

 

 

Outstanding, December 31, 2019

 

675

 

 

$

1.66

 

 

3.6 years

 

 

$

231

 

Exercisable, December 31, 2019

 

526

 

 

$

1.51

 

 

3.4 years

 

 

$

226

 

Available for issuance, December 31, 2019

 

1,325

 

 

 

 

 

 

 

 

 

 

 

 

 

 

A summary of additional information related to the options outstanding as of December 31, 2019 under the 2005 and 2015 Plans are as follows:

 

Range of Exercise Prices

 

Number of Options

(in thousands)

 

 

Weighted Average Remaining Contractual Life

 

Weighted Average Exercise Price

 

2015 Plan

 

 

 

 

 

 

 

 

 

 

$1.20-$1.25

 

 

214

 

 

4.3 years

 

$

1.25

 

$1.26-$1.38

 

 

200

 

 

2.3 years

 

$

1.32

 

$1.80-$2.25

 

 

236

 

 

3.5 years

 

$

2.15

 

$3.15-$3.35

 

 

25

 

 

8.2 years

 

$

3.23

 

Total

 

 

675

 

 

3.6 years

 

$

1.66

 

 

We have an Employee Stock Ownership Plan (“Plan”) to provide retirement benefits for our employees. The Plan is designed to invest primarily in our common stock and is non-contributory on the part of our employees. Contributions to the Plan are discretionary as determined by our Board of Directors. We expense the cost of contributions to the Plan. No contributions were made to the Plan in 2019 and 2018. At December 31, 2019 and 2018, a total of 473 and 491 shares of our common stock, respectively, have been allocated and earned by our employees.