Note 10 - Shareholders' Equity

12 Months Ended

Dec. 31, 2024

Notes to Financial Statements

Equity [Text Block]

10. SHAREHOLDERS’ EQUITY

At December 31, 2024 and 2023, the Company had 27,903,197 and 25,333,870 shares of common stock outstanding respectively, and 245,000,000 authorized. In addition, at  December 31, 2024 and 2023, the Company had 5,000,000 authorized but unissued shares of preferred stock. On June 26, 2024, the Company issued 2,600,000 shares of common stock in connection with the acquisition of the Assigned Rights. Outstanding shares exclude unvested restricted shares of 1,450,695 shares and 855,236 shares as of December 31, 2024 and 2023 which are not considered outstanding for accounting purposes, based on the future services to be received as consideration.

Stock Option Plans

From time to time, the Company may grant stock options under its incentive plan covering shares of common stock to employees of the Company. Stock options, when exercised, are settled through the payment of the exercise price in exchange for new shares of stock underlying the option. These awards typically expire ten years from the grant date.

For the years ended December 31, 2024 and 2023, there was no compensation expense related to stock options. As of December 31, 2024, all stock options had vested. No stock options were granted or exercised, during the years ended December 31, 2024 or 2023. During the years ended December 31, 2024 and 2023, options to purchase 1,000 and 4,946 shares of common stock, expired respectively.  The options had de minimis intrinsic values for the periods reported. Presented below is information about stock options outstanding and exercisable as of December 31, 2024 and 2023:

	December 31, 2024				December 31, 2023
	Shares		Price (1)		Shares		Price (1)
Stock options outstanding and exercisable		22,176	$	30.48		23,176	$	38.92

⁽¹⁾ Represents the weighted average price.

The following table summarizes information for stock options outstanding and for stock options exercisable at December 31, 2024 by the remaining contractual term.

Options Outstanding									Options Exercisable
	Exercise Price						Remaining				Weighted Average
Number of	Range				Weighted		Contractual		Number of		Exercise
Shares	Low		High		Average		Term (years)		Shares		Price
16,500	$	7.20	$	11.60	$	10.00		2.8		16,500	$	10.00
5,676		90.00		90.00		90.00		0.0		5,676		90.00
22,176	$	7.20	$	90.00	$	30.48		2.1		22,176	$	30.48

Restricted Stock

The Company grants restricted stock under its incentive plan covering shares of common stock to employees and directors of the Company. The restricted stock awards are time-based awards and are amortized ratably over the requisite service period. Restricted stock vests ratably on each anniversary following the grant date provided the grantee is employed on the vesting date. Forfeitures of restricted stock awards are recognized as they occur. Restricted stock granted to employees, when vested, may be net settled through the net issuance of shares, reduced by the number of shares required to pay withholding taxes. Non-vested shares of restricted stock are not included in common shares outstanding until vesting has occurred.

The following table presents the changes in non-vested, time-based restricted stock awards to all employees and directors for the year ended December 31, 2024:

				Weighted-Avg.
				Grant Date
				Fair Value
	Shares			per Share
Non-vested restricted stock at December 31, 2023		855,236		$	2.63
Granted		1,428,000		$	0.99
Vested		(673,041	)	$	2.12
Modifications (accelerated vesting)		(22,000	)	$	1.70
Forfeited		(137,500	)	$	1.15
Non-vested restricted stock at December 31, 2024		1,450,695		$	1.41

The following table presents the stock compensation expense related to restricted stock grants for the years ended December 31, 2024 and 2023:

	Year Ended
	December 31,
	2024		2023
	(in thousands)
Stock compensation expense	$	1,268	$	2,293

Total compensation cost related to non-vested time-based awards not yet recognized in the Company’s Consolidated Statements of Operations as of December 31, 2024 is $0.5 million. This cost is expected to be recognized over a weighted average period of 2.0 years. At December 31, 2024, the Company had 3,552,238 shares available for issuance under its 2022 Stock Incentive Plan.

Dividends

On August 9, 2023, the Board of Directors suspended the Company’s dividend payment program with the associated future capital resources expected to be allocated towards the Company’s share repurchase program and repayments of the Company's credit facility’s outstanding balance.  As a result, no dividends were paid for the year ended December 31, 2024.  On February 23, 2023, and May 30, 2023, the Company paid a quarterly cash dividend of $0.0225 per share of common stock outstanding to stockholders of record at the close of business on February 10, 2023 and May 19, 2023, respectively. During the year ended December 31, 2023, the Company paid cash dividends totaling $1.2 million

Share Repurchase Program

On April 26, 2023, the Board of Directors of the Company authorized and approved a share repurchase program for up to $5.0 million of the outstanding shares of the Company’s common stock.  On March 19, 2024, the Board of Directors of the Company authorized and approved an extension of the ongoing share repurchase program for up to $5.0 million of the currently outstanding shares of the Company’s common stock, which was set to expire on June 30, 2025, and was extended until June 30, 2026.

Under the stock repurchase program, shares are repurchased from time to time in the open market or through negotiated transactions at prevailing market prices, or by other means in accordance with federal securities laws. Repurchases are made at management’s discretion at prices management considers to be attractive and in the best interests of both the Company and its stockholders, subject to the availability of stock, general market conditions, the trading price of the stock, alternative uses for capital, and the Company’s financial performance. The repurchase program is funded using the Company’s working capital. The repurchased shares are cancelled and therefore will not be held in treasury or reissued.

The following table presents the activity for the share repurchase program for the years ended  December 31, 2024 and 2023:

	Year Ended December 31,
	2024		2023
	(in thousands except per share amounts)
Shares repurchased		617		336
Weighted average price per share	$	1.183	$	1.268
Value of shares repurchased	$	730	$	426

Under the stock repurchase program, shares are repurchased from time to time in the open market or through negotiated transactions at prevailing market prices, or by other means in accordance with federal securities laws. Repurchases are made at management’s discretion at prices management considers to be attractive and in the best interests of both the Company and its stockholders, subject to the availability of stock, general market conditions, the trading price of the stock, alternative uses for capital, and the Company’s financial performance. The repurchase program is funded using the Company’s working capital. The repurchased shares are cancelled and therefore will not be held in treasury or reissued.