Annual report pursuant to Section 13 and 15(d)

Note 15 - Stock-based Compensation

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Note 15 - Stock-based Compensation
12 Months Ended
Dec. 31, 2023
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

NOTE 15  STOCK-BASED COMPENSATION

 

Equity Incentive Plans

 

In the first quarter of 2016, the Company adopted the 2016 Equity Incentive Plan. In the fourth quarter of 2018, the Company adopted the 2018 Equity Incentive Plan. In July 2021, the Company assumed the 2019 Equity Incentive Plan as part of the acquisition of UMBRLA in fiscal year 2021. The following table contains information about the Company's equity incentive plans as of December 31, 2023:

 

   

Awards Reserved for Issuance

   

Awards Exercised

   

Awards Outstanding

   

Awards Available for Grant

 
                                 

2016 Equity Incentive Plan

    2,000,000             2,489       1,997,511  

2018 Equity Incentive Plan

    43,976,425       40,221       245,871       43,690,333  

2019 Equity Incentive Plan

    55,000,000       349       119,992       54,879,659  

 

Stock-Based Compensation Expense

 

The following table sets forth the total stock-based compensation expense resulting from stock options and restricted grants of common stock to employees, directors, and non-employee consultants in the consolidated statement of operations which are included in selling, general and administrative expenses:

 

    (in thousands, except for shares / options) For the Year Ended  
   

December 31, 2023

   

December 31, 2022

 

Type of Award

 

Number of Shares or Options Granted

   

Stock-Based Compensation Expense

   

Number of Shares or Options Granted

   

Stock- Based Compensation Expense

 
                                 

Stock Options

    192,442     $ 525       10,750     $ 3,659  
                                 

Stock Grants:

                               

Employees (Common Stock)

                21,000       352  

Directors (Common Stock)

                9,431       213  

Non–Employee Consultants (Common Stock)

    1,721,186       1,910       169,062       695  

Total Stock–Based Compensation Expense

          $ 2,435             $ 4,919  

 

During the years ended  December 31, 2023 and 2022, the Company issued 961,783 and 161,812 shares of common stock to Adnant, LLC as compensation for its services and recorded stock-based compensation expense of $1.91 million and $1.57 million, respectively, for such shares. See "Note 21 - Related Party Transactions" for further information.

 

Stock Options

 

The following table summarizes the Company’s stock option activity and related information for the years ended December 31, 2023 and 2022:

 

   

Number of Shares

   

Weighted-Average Exercise Price Per Share

   

Weighted-Average Remaining Contractual Life (in Years)

   

Aggregate Intrinsic Value of In-the-Money Options

 

Options Outstanding as of December 31, 2021

    882,514     $ 41.00                  

Granted

    10,750     $ 23.00                  

Exercised

    (1,462 )   $ 8.00                  

Forfeited

    (193,651 )   $ 15.00                  

Expired

    (169,940 )   $ 41.00                  

Options Outstanding as of December 31, 2022

    528,211     $ 20.00                  

Granted

    192,442     $ 1.00                  

Forfeited

    (351,352 )   $ 22.00                  

Options Outstanding as of December 31, 2023

    369,301     $ 13.00       8.3 years     $  

Options Exercisable as of December 31, 2023

    351,806     $ 13.00       8.3 years     $ 161  

 

The aggregate intrinsic value is calculated as the difference between the Company’s closing stock price of $0.01 on December 31, 2023 and the exercise price of options, multiplied by the number of options. As of December 31, 2023 and 2022, total unrecognized stock-based compensation was $0.06 million and $1.08 million, respectively, which are expected to be recognized over a weighted-average period of approximately 1.25 years and 1.60 years.

 

The Company recognizes compensation expense for stock option awards on a straight-line basis over the applicable service period of the award. The service period is generally the vesting period. The following weighted-average assumptions were used to calculate stock-based compensation:

 

   

Year Ended December 31,

 
   

2023

   

2022

 

Expected Term (in Years)

    5.0       5.2  

Volatility

    121.2 %     103.0 %

Risk-Free Interest Rate

    4.8 %     0.9 %

Dividend Yield

    0 %     0 %

 

The Company does not have sufficient historical information to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior. Hence, the Company uses the “simplified method” described in Staff Accounting Bulletin 107 to estimate the expected term of share option grants. The expected stock price volatility assumption was determined by examining the historical volatilities for the Company’s common stock. The Company will continue to analyze the historical stock price volatility and expected term assumptions as more historical data for the Company’s common stock becomes available. The risk-free interest rate assumption is based on the U.S. treasury instruments whose term was consistent with the expected term of the Company’s stock options. The expected dividend assumption is based on the Company’s history and expectation of dividend payouts. The Company has never paid dividends on its common stock and does not anticipate paying dividends on its common stock in the foreseeable future. Accordingly, the Company has assumed no dividend yield for purposes of estimating the fair value of the Company stock-based compensation.