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Stock-Based Compensation
3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
Stock Plans
During the three months ended March 31, 2024, the Company granted 0.3 million shares of restricted stock under the Company’s 2015 Omnibus Equity Incentive Plan, as amended ("2015 OEIP"), which was approved by Smith Micro’s stockholders on June 18, 2015 and subsequent amendments to the 2015 OEIP to increase the number of shares reserved thereunder were subsequently approved by its stockholders on June 14, 2018, June 9, 2020, and June 6, 2023. The 2015 OEIP replaced the 2005 Stock Option / Stock Issuance Plan (“2005 Plan”) which was due to expire on July 28, 2015. As of March 31, 2024, there were approximately 0.1 million shares available for future grants under the Company’s 2015 OEIP.
Certain options issued under the 2005 Plan remain outstanding currently, but no new grants have been made under the 2005 Plan since the adoption of the 2015 OEIP. The maximum number of shares of the Company’s common stock available for issuance over the term of the 2015 OEIP may not exceed 1,203,125 shares.
The 2015 OEIP provides for the issuance of full value awards (restricted stock, performance stock, dividend equivalent right or restricted stock units) and partial value awards (stock options or stock appreciation rights) to employees, non-employee members of the Company's Board of Directors and consultants. Any full value award settled in shares will be
debited as 1.2 shares, and partial value awards settled in shares will be debited as 1.0 shares against the share reserve. The exercise price per share for stock option grants is not to be less than the fair market value per share of the Company’s common stock on the date of grant. The Compensation Committee of the Board of Directors administers the 2015 OEIP and determines the vesting schedule at the time of grant. Stock options may be exercisable immediately or in installments, but generally vest over a four-year period from the date of grant. In the event the holder ceases to be employed by the Company, all unvested stock awards terminate, and all vested stock options may be exercised within a period of 90 days following termination of employment. In general, stock options expire ten years from the date of grant. Restricted stock is valued using the closing stock price on the date of the grant. The total value is expensed over the vesting period, which typically ranges from 12 to 48 months, however in the quarters ended September 30, 2023 and March 31, 2024, there were new grants issued with tranched vesting periods of 2 to 7 months.
Employee Stock Purchase Plan
The Company has a stockholder approved employee stock purchase plan (“ESPP”), under which substantially all employees may purchase the Company’s common stock through payroll deductions at a price equal to the lower of the fair market values of the stock as of the beginning and end of six-month offering periods. Payroll deductions under the ESPP are limited to 10% of the employee’s compensation and employees may not purchase more than the lesser of $25,000 of stock or 31 shares for any purchase period. Additionally, no more than 31,250 shares in the aggregate may be purchased under the ESPP.
Stock Compensation Expense
The Company accounts for all stock-based payment awards made to employees and directors based on their fair values and recognized as compensation expense over the vesting period using the straight-line method over the requisite service period for each award as required by FASB ASC Topic No. 718, Compensation-Stock Compensation.
Compensation Costs
Non-cash stock-based compensation expenses related to stock options, restricted stock grants and the ESPP were recorded in the financial statements as follows (unaudited, in thousands):
Three Months Ended March 31,
20242023
Sales and marketing$309 $162 
Research and development264 224 
General and administrative563 559 
Total non-cash stock compensation expense$1,136 $945 
As of March 31, 2024, there was approximately $5.4 million in unrecognized compensation costs related to non-vested stock options and restricted stock granted under the 2015 OEIP and the 2005 Plan.
Stock Options
A summary of the Company’s stock options outstanding and related information under the 2015 OEIP and 2005 Plan for the three months ended March 31, 2024 are as follows (unaudited, in thousands except weighted average exercise price and weighted average remaining contractual life):
Shares
Weighted Avg. Exercise Price
Wtd. Avg. Remaining Contractual Life (Yrs)Aggregate Intrinsic Value
Outstanding as of December 31, 202310 $26.42 3.9$— 
Forfeited— 15.04 — — 
Outstanding as of March 31, 202410 $26.48 3.6$— 
Vested and expected to vest at March 31, 202410 $26.45 3.6$— 
Exercisable as of March 31, 2024$25.91 3.4$— 

Restricted Stock Awards
A summary of the Company’s restricted stock awards outstanding under the 2015 OEIP for the three months ended March 31, 2024 are as follows (unaudited, in thousands, except weighted average grant date fair value):
Shares
Weighted average grant date fair value
Unvested at December 31, 2023255 $21.29 
Granted275 6.46 
Vested(69)18.68 
Canceled and forfeited(9)11.49 
Unvested at March 31, 2024452 $12.84