SHAREHOLDERS' EQUITY

3 Months Ended

Mar. 31, 2016

Stockholders' Equity Note [Abstract]

SHAREHOLDERS' EQUITY

9.        SHAREHOLDERS’ EQUITY

Stock Options

For the three months ended March 31, 2016 and 2015, total stock-based compensation expense related to stock options was $21 and $65, respectively. As of March 31, 2016, there was $120 of unrecognized expense related to unvested stock options, which will be recognized as stock-based compensation expense through January 2018. For the three months ended March 31, 2016, no stock options were granted, exercised, forfeited or expired. Presented below is information about stock options outstanding and exercisable as of March 31, 2016 and December 31, 2015:

	March 31, 2016				December 31, 2015
	Shares		Price (1)		Shares		Price (1)
Stock options outstanding		2,343,022	$	3.44		2,343,022	$	3.44
Stock options exercisable		2,227,355	$	3.50		2,194,022	$	3.53

⁽¹⁾ Represents the weighted average price.

The following table summarizes information for stock options outstanding and for stock options exercisable at March 31, 2016:

Options Outstanding										Options Exercisable
Number		Exercise Price						Remaining		Number		Weighted
of		Range				Weighted		Contractual		of		Average
Shares		Low		High		Average		Term (years)		Shares		Exercise Price
	340,711	$	1.50	$	1.50	$	1.50		9.0		274,044	$	1.50
	297,000		2.08		2.08		2.08		7.5		288,000		2.08
	590,311		2.32		2.52		2.50		3.8		590,311		2.50
	1,115,000		3.77		4.97		4.89		2.1		1,075,000		4.93
	2,343,022	$	1.50	$	4.97	$	3.44		4.2		2,227,355	$	3.50

As of March 31, 2016, an aggregate of 2,108,578 shares are available for future grants under the Company’s stock option plans. Based upon the closing price for the Company’s common stock of $0.35 per share on March 31, 2016, there was no intrinsic value related to stock options outstanding as of March 31, 2016.

Restricted Stock Grants

In January 2015, the Board of Directors granted 340,711 shares of restricted stock under the 2012 Equity Plan to four officers of the Company. These shares originally vested annually over a period of three years. However, during 2015 vesting was accelerated for three of the four officers in connection with severance agreements for an aggregate of 240,711 shares. The remaining 100,000 shares vested for 33,333 shares in January 2016 and the remaining 66,667 shares will vest for 33,333 of the shares in January 2017 and 33,334 in January 2018. The fair market value of the 340,711 shares on the date of grant was approximately $511. For the three months ended March 31, 2016 and 2015, total stock-based compensation expense related to restricted stock grants was $13 and $42, respectively. As of March 31, 2016, there was $88 of unrecognized expense related to unvested restricted stock grants, which will be recognized as stock-based compensation expense through January 2018.

Employee Stock Ownership Plan

The Board of Directors of the Company adopted the U.S. Energy Corp. 1989 Employee Stock Ownership Plan ("ESOP") in 1989, for the benefit of all the Company’s employees. Employees become eligible to participate in the ESOP after one year of service which must consist of at least 1,000 hours worked. Employees become 20% vested after three years of service and increase their vesting by 20% each year thereafter until such time as they are fully vested after seven years of service.

An employee’s total compensation paid, which is subject to federal income tax (up to an annual limit of $265 for the year ended December 31, 2015) is the basis for computing how much of the total annual funding is contributed into each employee’s personal account. An employee’s compensation divided by the total eligible compensation paid to all plan participants is the percentage that each participant receives on an annual basis. All shares of the Company’s common stock contributed to the ESOP have been allocated to specific employees and are vested. Total shares held by the ESOP at March 31, 2016 and December 31, 2015 were 340,726 and 789,110, respectively.

For the three months ended March 31, 2015, total stock-based compensation expense related to the ESOP was $23. No expense related to the ESOP has been recorded for the three months ended March 31, 2016 since the Company’s Board of Directors has not determined if a discretionary contribution will be made for 2016. For the year ended December 31, 2015, the Company’s Board of Directors approved a mandatory contribution of $171 which is either payable in cash or may be settled through the issuance of common stock at the election of the Company. Accordingly, this amount is included in accrued compensation and benefits in the accompanying balance sheets as of March 31, 2016 and December 31, 2015.