XML 97 R16.htm IDEA: XBRL DOCUMENT v3.20.1
Note 9 - Stockholders' Equity
12 Months Ended
Dec. 31, 2019
Notes to Financial Statements  
Stockholders' Equity Note Disclosure [Text Block]
9.
Stockholders’ Equity
 
Authorized Shares
 
Our certificate of incorporation, as amended and restated from time to time, authorizes the issuance of up to
37,000,000
shares of common stock and up to
3,000,000
shares of undesignated preferred stock.
 
Under the terms of our certificate of incorporation, our board of directors is authorized to issue shares of the preferred stock in
one
or more series without stockholder approval. Our board of directors has the discretion to determine the rights, preferences, privileges and restrictions, including voting rights, dividend rights, conversion rights, redemption privileges and liquidation preferences, of each series of preferred stock. Currently, we have
no
shares of preferred stock outstanding.
 
Stock Award Plans
 
In
May 2006
we approved a
2006
Stock Option and Incentive Plan (as subsequently amended, the
2006
Plan), which became effective upon our initial public offering. The
2006
Plan allows for the granting of an aggregate
5,500,000
shares of incentive stock options, non-qualified stock options, stock appreciation rights, RSUs, unrestricted stock awards, and deferred stock awards to our officers, employees, directors, and consultants. Incentive stock options are required to be issued at
not
less than fair market value at the date of the grant and generally vest over
four
or
five
years. The term of the options is determined by our Board of Directors but in
no
event will exceed
ten
years from date of grant. In connection with the adoption of the
2006
Plan,
no
further option grants were permitted under any previous stock option plans and any expirations, cancellations, or terminations under the previous plans are available for issuance under the
2006
Plan. We
may
satisfy awards upon exercise of stock options or RSUs with either newly issued shares or treasury shares. The total number of shares currently authorized for the
2006
Plan is
7,118,003
shares, of which
1,089,749
remain available for grant as of
December 
31,
2019.
 
 
We have computed the fair value of employee stock options granted each year using the following weighted average assumptions:
 
   
2019
   
2018
   
2017
 
Dividend yield
   
0.96
%    
1.20
%    
0.70
%
Volatility
   
42.8
%    
41.3
%    
39.1
%
Risk-free interest rate
   
1.7
%    
2.7
%    
2.2
%
Weighted average expected option term (in years)
   
4.7
     
4.8
     
4.6
 
Weighted average fair value per share of options granted
  $
12.51
    $
8.28
    $
10.37
 
 
A summary of option activity as of
December 
31,
2019
and the year then ended is presented below:
 
   
 
 
 
 
Weighted
   
Weighted Average
   
Aggregate
 
   
Number
   
Average
   
Remaining
   
Intrinsic
 
   
of Shares
   
Exercise Price
   
Contractual Term
   
Value
 
                   
(in years)
         
Balance outstanding at December 31, 2018 (1)
   
1,462,575
    $
16.41
   
4.54
    $
12,214,422
 
                               
Granted
   
195,379
    $
35.53
   
 
     
 
 
Exercised (2)
   
(509,693
)   $
9.53
   
 
    $
11,488,292
 
Canceled / Expired
   
(101,167
)   $
17.90
   
 
     
 
 
Balance outstanding at December 31, 2019 (3)
   
1,047,094
    $
23.19
   
4.31
    $
13,366,595
 
                               
Vested and exercisable at December 31, 2019 (4)
   
309,501
    $
19.64
   
3.50
    $
5,046,733
 
Expected to vest at December 31, 2019
   
737,593
    $
24.68
   
4.65
     
 
 
Total
   
1,047,094
     
 
   
 
     
 
 
 
(
1
)
The aggregate intrinsic value represents the difference between the exercise price and
$23.64,
the closing price of our stock on
December 
31,
2018,
for all in-the-money options outstanding.
(
2
)
The aggregate intrinsic value of shares exercised represents the difference between the exercise price and the closing price of our stock on the date of exercise.
(
3
)
The aggregate intrinsic value represents the difference between the exercise price and
$35.95,
the closing price of our stock on
December 
31,
2019,
for all in-the-money options outstanding.
(
4
)
The aggregate intrinsic value represents the difference between the exercise price and
$35.95,
the closing price of our stock on
December 
31,
2019,
for all in-the-money options vested and exercisable as of that date.
 
Restricted Stock Units
 
A summary of our RSU activity is as follows:
 
   
 
 
 
 
Weighted
 
   
 
 
 
 
Average
 
   
 
 
 
 
Grant Date
 
   
Shares
   
Fair Value
 
                 
Balance outstanding at December 31, 2018
   
217,895
    $
21.21
 
                 
Granted
   
56,567
    $
35.41
 
Vested (1)
   
(61,058
)   $
18.46
 
Canceled
   
(24,723
)   $
22.19
 
                 
Balance outstanding at December 31, 2019
   
188,681
    $
26.14
 
 
(
1
)
The number of RSUs vested includes the shares that we withheld on behalf of employees to satisfy minimum statutory tax withholding requirements.
 
The fair values of the RSUs that vested during
2019,
2018,
and
2017
were
$2.1
million,
$1.9
million, and
$1.9
million, respectively.
 
We repurchase shares of our common stock in order to cover any minimum tax withholding liability associated with RSU vestings. A summary of our repurchases is as follows:
 
   
2019
   
2018
 
                 
Shares of common stock repurchased
   
20,524
     
21,410
 
Average per share repurchase price
  $
33.28
    $
34.62
 
Aggregage purchase price (in thousands)
  $
683
    $
741
 
 
Stock-based Compensation
 
The components of stock-based compensation expense included in the consolidated statements of operations are as follows:
 
   
2019
   
2018
   
2017
 
   
(in thousands)
 
Stock option awards
  $
1,580
    $
1,457
    $
1,612
 
Restricted stock units
   
1,062
     
892
     
644
 
                         
Total stock-based compensation
  $
2,642
    $
2,349
    $
2,256
 
 
Stock-based compensation is included in our statements of operations as follows:
 
   
2019
   
2018
   
2017
 
   
(in thousands)   
 
 
 
 
Cost of sales
  $
310
    $
272
    $
188
 
Sales and marketing
   
544
     
529
     
403
 
General and administrative
   
1,509
     
1,293
     
1,484
 
Research and development
   
279
     
255
     
181
 
                         
Total stock-based compensation
  $
2,642
    $
2,349
    $
2,256
 
 
We expect to record the unamortized portion of share-based compensation expense of
$10.4
million for existing stock options and RSUs outstanding at
December 
31,
2019,
over a weighted-average period of
3.8
 years.
 
Stock Repurchase Plan
s
 
On
February 14, 2019,
our Board of Directors authorized the repurchase of up to
$10.0
million of the Company’s common stock through transactions on the open market, in privately negotiated purchases or otherwise until
February 14, 2020.
On
February 13, 2020
,
the Board extended the term of the repurchase program to
February 14, 2021.
The repurchase program
may
be suspended or discontinued at any time. To date we have
not
made any repurchases under this program.
 
Dividends
 
In
February 2011,
our Board of Directors approved a policy for the payment of quarterly cash dividends on our common stock. Future declarations of quarterly dividends and the establishment of future record and payment dates are subject to approval by our Board of Directors on a quarterly basis. The dividend activity for the periods presented is as follows:
 
Record Date
 
Payment Date
   
Per Share Amount
   
Dividend Payment
 
                 
(in thousands)
 
Fiscal Year 2019
                     
March 22, 2019
 
April 5, 2019
    $
0.085
    $
1,672
 
May 22, 2019
 
June 6, 2019
    $
0.085
    $
1,672
 
August 21, 2019
 
September 5, 2019
    $
0.085
    $
1,691
 
November 20, 2019
 
December 5, 2019
    $
0.085
    $
1,701
 
                       
                       
Fiscal Year 2018
                     
March 22, 2018
 
April 5, 2018
    $
0.070
    $
1,351
 
May 22, 2018
 
June 7, 2018
    $
0.070
    $
1,353
 
August 22, 2018
 
September 6, 2018
    $
0.070
    $
1,369
 
November 20, 2018
 
December 6, 2018
    $
0.070
    $
1,372
 
 
On
February 
13,
2020,
our Board of Directors approved a quarterly cash dividend on our common stock of
$0.095
per share payable on
March 19, 2020
,
to stockholders of record at the close of business on
March 
3,
2020
,
which will total approximately
$1.9
million.