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Common Stock And Stock Options
12 Months Ended
Dec. 31, 2016
Common Stock And Stock Options [Abstract]  
Common Stock And Stock Options

15. COMMON STOCK AND STOCK OPTIONS

The Company has a 2006 Equity Incentive Plan and a 2015 Equity Incentive Plan. The 2015 Equity Incentive Plan, which was approved by the shareholders on April 24, 2015, replaced the 2006 Equity Incentive Plan. New grants may not be made under the 2006 plan; however certain option grants under these plans remain exercisable as of December 31, 2016. The aggregate number of shares of common stock for which awards could be granted under the 2015 Equity Incentive Plan as of the date of adoption was 500 shares. Additionally, as outstanding options under the 2006 plan expire, the shares of the Company’s common stock subject to the expired options will become available for issuance under the 2015 Equity Incentive Plan.

 

Under the plans, executives, employees and outside directors receive awards of options to purchase common stock. The Company may also grant stock awards, stock appreciation rights, restricted stock units and other equity-based awards, although no such awards, other than awards under the director program and management purchase program described below, had been granted as of December 31, 2016.  Under all awards, the terms are fixed on the grant date. Generally, the exercise price of stock options equals the market price of the Company’s stock on the date of the grant. Options under the plans generally vest over three years, and have a maximum term of 10 years.



Additionally, the board has established the non-employee directors’ stock fee election program, referred to as the director program, as an award under the 2015 equity incentive plan. The director program gives each non-employee director the right under the 2015 equity incentive plan to elect to have some or all of his quarterly director fees paid in common shares rather than cash.  No shares were issued under the director program for any of the years ended December 31, 2016, 2015 and 2014.



On July 23, 2008, the Compensation Committee of the Board of Directors approved the non-employee director and executive officer stock purchase program, referred to as the management purchase program, as an award under the 2015 Plan. The purpose of the management purchase program is to permit the Company’s non-employee directors and executive officers to purchase shares of the Company’s Common Stock directly from the Company. Pursuant to the management purchase program, as amended, participants may elect to purchase shares of Common Stock from the Company not exceeding an aggregate of $100 during any fiscal year. Participants may make such election one time during each twenty business day period following the public release of the Company’s earnings announcement, referred to as a window period, and only if such participant is not in possession of material, non-public information concerning the Company and subject to the discretion of the Board to prohibit any transactions in Common Stock by directors and executive officers during a window period. There was 1 share purchased under the management purchase program during the year ended December 31, 2014 and no shares purchased under the program during the years ended December 31, 2016 and 2015.



Stock option activity during the periods indicated is as follows:





 

 

 

 

 

 

 



 

 

 

Weighted-average

 

 

Aggregate  



Number of Shares

 

 

Exercise Price

 

 

Intrinsic Value

Outstanding at December 31, 2013

1,407 

 

$

5.75 

 

 

 

    Options forfeited or cancelled

(63)

 

 

7.87 

 

 

 

    Options granted

174 

 

 

4.99 

 

 

 

    Options exercised

(205)

 

 

3.74 

 

 

 

Outstanding at December 31, 2014

1,313 

 

 

5.86 

 

 

 

    Options granted

170 

 

 

7.14 

 

 

 

    Options exercised

(159)

 

 

3.12 

 

 

 

Outstanding at December 31, 2015

1,324 

 

 

6.36 

 

 

 

    Options forfeited or cancelled

(70)

 

 

5.75 

 

 

 

    Options granted

192 

 

 

7.11 

 

 

 

    Options exercised

(61)

 

 

5.22 

 

 

 



 

 

 

 

 

 

 

Outstanding at December 31, 2016

1,385 

 

$

6.54 

 

$

1,774 



 

 

 

 

 

 

 

Exercisable at December 31, 2015

989 

 

$

6.50 

 

$

2,076 



 

 

 

 

 

 

 

Exercisable at December 31, 2016

1,025 

 

$

6.45 

 

$

1,615 



 

 

 

 

 

 

 

Available for future grant at December 31, 2016

404 

 

 

 

 

 

 





The number of shares available for future grant at December 31, 2016, does not include a total of up to 1,151 shares subject to options outstanding under the 2006 plan which will become available for grant under the 2015 Equity Incentive Plan in the event of the expiration of such options.



The weighted-average remaining contractual term of options exercisable and outstanding at December 31, 2016 was 5.33 and 4.21 years.  The total intrinsic value of options exercised during fiscal 2016, 2015 and 2014, was $76,  $630 and $635, respectively.



The weighted-average per share grant date fair value of options granted was $4.17,  $4.50 and $3.28, in 2016, 2015 and 2014, respectively, using the Black-Scholes option-pricing model. 



For disclosure purposes, the fair value of each stock option granted is estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions:







 

 

 

 

 

 

 

 



2016

 

 

2015

 

 

2014

 

Dividend yield

0.0

%

 

0.0

%

 

0.0

%

Expected volatility

61.66 - 66.45

%

 

65.15 - 72.81

%

 

75.03 - 75.59

%

Risk-free interest rate

1.36-2.00

%

 

1.42-1.88

%

 

2.00-2.07

%

Expected life (years)

6.0

 

 

 6.0

 

 

 6.0

 



The Black-Scholes option-pricing model was developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable. In addition, option-pricing models require the input of subjective assumptions, including the expected stock price volatility. Because the Company’s options have characteristics different from those of traded options, in the opinion of management, the existing models do not necessarily provide a reliable single measure of the fair value of its options.

 

The Company calculates expected volatility for stock options and awards using the Company’s historical volatility.



The expected term for stock options and awards is calculated based on the Company’s estimate of future exercise at the time of grant.



The Company currently estimates a zero percent forfeiture rate for stock options and regularly reviews this estimate.



The risk-free rates for the expected terms of the stock options and awards and the employee stock purchase plan is based on the U.S. Treasury yield curve in effect at the time of grant.



The Company recorded $685, $579, and $457 of non-cash stock option expense for the years ended December 31, 2016, 2015 and 2014, respectively. There were 55 stock options that were exercised using a cashless method of exercise for the year ended December 31, 2016. As of December 31, 2016, there was $880 of total non-cash stock option expense related to non-vested awards that is expected to be recognized over a weighted-average period of 1.71 years.



The Company also has an Employee Stock Purchase Plan (the “Purchase Plan”). The Purchase Plan, as amended, provides that a maximum of 300 shares may be sold under the Purchase Plan. There were 18,  14, and 16 shares purchased under the Purchase Plan during the years ended December 31, 2016, 2015 and 2014, respectively.



On May 18, 2016, the Company completed a public offering and sale of 805 shares of common stock. The net proceeds from this offering, after deducting underwriting discounts and offering expenses, totaled approximately $3,678 and were used for working capital and general corporate purposes