Quarterly report pursuant to Section 13 or 15(d)

Share-based Compensation

v3.23.2
Share-based Compensation
6 Months Ended
Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Share-based Compensation

NOTE 11 – SHARE-BASED COMPENSATION

Global Stock Incentive Plan

On May 31, 2022, the shareholders of the Company approved the Company’s Board of Directors proposal to increase the Company’s Global Incentive Plan (the “Plan”) by 1,575,000 shares, thus bringing the total number of stock options, restricted stock units (“RSUs”) and restricted stock awards (“RSAs”) that may be issued pursuant to the Plan to 1,950,855.

On May 31, 2023, the shareholders of the Company approved the Company’s Board of Directors proposal to increase the Company’s Global Incentive Plan (the “Plan”) by an additional 500,000 shares, thus bringing the total number of stock options, RSUs and RSAs that may be issued pursuant to the Plan to 2,450,855.

 

Under the term of the Plan, on the grant date, the Board of Directors determines the vesting schedule of each stock option and RSUs on an individual basis. All stock options expire ten (10) years from the date of the grant. Vested options expire 90 days after the termination of employment of the grantee.

Stock Options

The fair value of options and share awards granted under the stock option plan during the six months ended June 30, 2023 was estimated at the date of grant using the Black-Scholes option pricing model and the following assumptions for grants:

 

 

January 2023

 

Risk-free interest rates

 

 

3.43

%

Expected life

 

5 years

 

Expected volatility

 

 

41.00

%

Expected dividend yield

 

 

0.00

%

 

The following table summarizes the stock option activity:

 

 

 

 

 

 

 

 

Weighted Average

 

 

Aggregate

 

 

Number of

 

 

Weighted Average

 

 

Remaining

 

 

Intrinsic

 

 

Options

 

 

Exercise Price

 

 

Contractual Term

 

 

Value

 

Balance at January 1, 2023

 

 

931,934

 

 

$

5.88

 

 

 

8.91

 

 

$

203,295

 

Granted

 

 

319,750

 

 

 

3.44

 

 

 

 

 

 

 

Forfeited/Cancelled

 

 

(189,866

)

 

 

6.50

 

 

 

 

 

 

 

Exercised

 

 

(27,674

)

 

0.008

 

 

 

 

 

 

 

Balance at June 30, 2023

 

 

1,034,144

 

 

 

5.16

 

 

 

8.84

 

 

$

55,143

 

Exercisable at June 30, 2023

 

 

508,668

 

 

$

5.75

 

 

 

8.61

 

 

$

41,736

 

 

The following table summarizes the Company’s non-vested stock options:

 

 

 

 

 

Weighted-Average

 

 

Non-vested Options

 

 

Grant Date Fair

 

 

Outstanding

 

 

Value

 

At January 1, 2023

 

 

507,664

 

 

$

2.64

 

Options granted

 

 

319,750

 

 

 

1.41

 

Options forfeited/cancelled

 

 

(138,785

)

 

 

4.00

 

Options exercised

 

 

(2,119

)

 

 

5.14

 

Options vested

 

 

(161,034

)

 

 

2.07

 

At June 30, 2023

 

 

525,476

 

 

$

1.89

 

 

 

For the six months ended June 30, 2023 and 2022, the Company recognized $388,236 and $483,211 of stock compensation expense relating to stock options, respectively. For the three months ended June 30, 2023 and 2022, the Company recognized $171,812 and $378,809 of stock compensation expense relating to stock options, respectively. As of June 30, 2023, there was $1,017,171 of unrecognized stock compensation expense related to non-vested share-based compensation arrangements granted under the Plan. That cost is expected to be recognized over a weighted-average period of approximately 1.9 years.

 

Restricted Stock Awards

In July 2019, the Board of Directors of the Company authorized grants of restricted stock awards (“RSAs”) through a restricted stock award purchase agreement to certain founders, consultants, and advisors of the Company. Certain grants to the Company’s founders were fully vested at the date of incorporation, other grants vest over a four-year period on each anniversary of the grant date, based on continued employment, and other grants vest based on various milestones. The shares of common stock underlying the RSAs are issued upon grant.

The following table summarizes the restricted stock awards activity:

 

 

 

 

 

 

Weighted-Average

 

 

 

 

 

 

Grant Date Fair

 

 

 

Outstanding

 

 

Value

 

Outstanding at January 1, 2023

 

 

55,735

 

 

$

5.92

 

Granted

 

 

 

 

 

 

Forfeited/cancelled

 

 

 

 

 

 

Vested

 

 

(46,054

)

 

 

5.81

 

Outstanding at June 30, 2023

 

 

9,681

 

 

$

6.37

 

 

For the six months ended June 30, 2023 and 2022, the Company recognized $241,782 and $628,318 of stock compensation expense relating to RSAs, respectively. For the three months ended June 30, 2023 and 2022, the Company recognized $120,891 and $483,733 of stock compensation expense relating to RSAs, respectively. As of June 30, 2023, there was $70,848 of unrecognized compensation expense related to unvested restricted share awards that is expected to be recognized over a weighted-average period of approximately 1 month.

Restricted Stock Units

On June 14, 2022, the Board of Directors of the Company authorized the grant of 356,851 RSUs, of which 336,538 were granted to an officer of the Company who joined the Company in February 2022. Of the RSUs granted to the officer, 48,077 vested immediately and the balance of 288,461 vested in equal quarterly installments through February 28, 2023. Under the terms of the officer’s employment agreement, the Company also agreed to guarantee the minimum value of the RSUs on their vesting dates. The Company accrued $201,282 in accrued expenses in the condensed consolidated balance sheet, reflecting this minimum value obligation as of June 30, 2023.

On February 28, 2023, the Company issued 33,387 fully vested RSUs to an officer upon his one year anniversary of employment.

The following table summarizes the restricted stock units activity:

 

 

Outstanding

 

 

Value

 

Outstanding at January 1, 2023

 

 

72,957

 

 

$

4.44

 

Granted

 

 

152,137

 

 

 

3.32

 

Forfeited/cancelled

 

 

 

 

 

 

Vested

 

 

(99,052

)

 

 

4.22

 

Outstanding at June 30, 2023

 

 

126,042

 

 

$

3.23

 

 

For the six months ended June 30, 2023 and 2022, the Company recognized $358,486 and $381,829 of stock compensation expense relating to RSUs, respectively. For the three months ended June 30, 2023 and 2022, the Company recognized $72,377 and $381,829 of stock compensation expense relating to RSUs, respectively. As of June 30, 2023, there was $344,680 of unrecognized compensation expense related to unvested restricted share units that is expected to be recognized over a period of 3.3 years.