XML 23 R12.htm IDEA: XBRL DOCUMENT v3.5.0.2
Note 7 - Stock Plans and Stock Associated with Acquisition
6 Months Ended
Jun. 30, 2016
Notes to Financial Statements  
Shareholders' Equity and Share-based Payments [Text Block]
7.
Stock Plans and Stock Associated with Acquisition
 
During the
six months ended June 30, 2016, the Company granted RSUs underlying 119,655 shares of Class A common stock. The Company granted RSUs underlying 122,534 shares of Class A common stock on May 15, 2015. As of June 30, 2016, 212,213 RSUs remained outstanding. These RSUs (or a portion thereof) vest with respect to each recipient over a one to three year period from the date of grant, provided the recipient remains in the employment or service of the Company as of the vesting date and, in selected instances, certain performance criteria are attained. Additionally, these RSUs (or a portion thereof) could vest earlier in the event of a change in control of the Company, or upon involuntary termination without cause. These grants are made primarily to executive-level personnel at the Company and, as a result, no compensation costs have been capitalized.
 
The following table summarizes RSU activity as of June 30, 2016:
 
 
 
RSUs
 
 
Weighted Average
Grant Date
Fair Value
 
Outstanding at December 31, 2015
    155,761     $ 4.78  
Granted                
 
    119,655     $ 4.40  
Vested
    (56,728 )   $ 4.80  
Forfeited or cancelled
    (6,475 )   $ 4.71  
Outstanding at June 30, 2016
    212,213     $ 4.56  
 
CRC acquired substantially all of the assets of Reliable Networks on January 2, 2014. Pursuant to the purchase agreement relating to the Reliable Networks acquisition, Class A common stock was issued to the former owner of Reliable Networks in 2015 and will be issued to the former owner of Reliable Networks in 2017, contingent on Reliable Networks achieving certain financial objectives and certain other conditions being satisfied, including that certain individuals must be employed by the Company or any of its subsidiaries and in good standing on the last day of the applicable year (the “Earn-Out”). For the year ended December 31, 2014, the Company delivered 68,233 shares of Class A common stock to the former owner of Reliable Networks on March 12, 2015 as a result of the Earn-Out. For the year ended December 31, 2015, the applicable Earn-Out criteria was not met and no shares of Class A common stock will be issued as a result of the Earn-Out. No shares of Class A common stock were earned or issued as a result of the Earn-Out during the six months ended June 30, 2016.
 
Stock-based compensation expense related to RSUs and the Earn-Out was $199 thousand and $211 thousand for the six months ended June 30, 2016 and 2015, respectively. Accounting standards require that the Company estimate forfeitures for RSUs and the Earn-Out and reduce compensation expense accordingly. The Company has reduced its expense by the assumed forfeiture rate and will evaluate actual experience against the assumed forfeiture rate going forward. The forfeiture rate has been developed using historical performance metrics which could impact the number of the final issuance of Class A common stock.
 
As of June 30, 2016, the unrecognized total compensation cost related to unvested RSUs was $736 thousand. That cost is expected to be recognized by the end of 2019.