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Note 8 - Stock Based Compensation
9 Months Ended
Sep. 30, 2020
Notes to Financial Statements  
Share-based Payment Arrangement [Text Block]

NOTE 8 – STOCK-BASED COMPENSATION

 

The Company is authorized to issue up to 2.5 million shares of common stock under the 2015 Long-Term Incentive Plan to directors and key employees, and as of September 30, 2020, approximately 1.0 million shares were available to be granted.

 

As of September 30, 2020 and December 31, 2019, options to purchase an aggregate of 200,000 shares of the Company’s common stock, with a weighted average exercise price of $9.47, were outstanding. All 200,000 options were exercisable as of September 30, 2020.

 

The Company recorded stock-based compensation expense of $0.3 million and $1.9 million during the three and nine months ended  September 30, 2020, respectively, and $0.9 million and $2.7 million during the three and nine months ended September 30, 2019, respectively.

 

2020 Long-Term Incentive Compensation

 

During the nine months ended September 30, 2020, the Company granted 186,515 restricted stock units ("RSUs") with a weighted average grant price of $6.07. The RSUs will vest, depending on the grant, either on the first anniversary of the grant date or in equal installments over a three-year period, subject to the recipient’s continued employment or service with the Company on the applicable vesting date. The number of shares were determined based upon the closing price of the Company's common stock on the date of the award. 

  

During the nine months ended September 30, 2020, the Company granted 55,048 restricted shares with a weighted average grant price of $8.26. The restricted shares will vest on the first anniversary of the grant date, subject to the recipient's continued service or employment with the Company on the applicable vesting date.

 

During the nine months ended September 30, 2020, the Company awarded 86,783 targeted performance stock units ("PSUs") with a weighted average grant price of $5.42. The PSUs are performance-vesting equity incentive awards that will be earned based on the Company's performance against metrics relating to annual Adjusted EBITDA and annual revenue. Awards will vest after a three-year performance period and may be earned at a level ranging from 0%-200% of the number of PSUs granted, depending on performance. The number of shares were determined based upon the closing price of our common stock on the date of the award. The PSUs granted during the nine months ended September 30, 2020 represented 50% of the 2020 long-term incentive compensation PSU awards. Due to the circumstances related to the impact of the COVID-19 virus, the compensation committee of the Company's Board of Directors initially approved the deferral of a portion of the PSU awards and during September 2020, awarded market share units in lieu of the remainder of the PSU grants.

 

On September 30, 2020, the Company awarded 98,030 market performance share units (“MSUs”) with a weighted average grant price of $8.51. The MSUs are market-based equity incentive awards based on a performance-multiplier of change in the stock price of the Company’s common stock between the grant date and March 31, 2022. The number of shares that will eventually be earned and vest may be more or less then the number of MSUs that are awarded, depending on the Company's common stock price. The MSUs will vest 50% on March 31, 2022 and 50% on March 31, 2023.

 

Natural Habitat Contingent Arrangement

 

In connection with the acquisition of Natural Habitat, Mr. Bressler, the founder of Natural Habitat, has an equity incentive opportunity to earn an award of options based on the future financial performance of Natural Habitat, where if the Final Year Equity Value of Natural Habitat, as defined in Mr. Bressler's amended employment agreement, exceeds $25.0 million, effective as of December 31, 2023, Mr. Bressler will be granted options with a fair value equal to 10.1% of such excess, subject to certain conditions.