Note 3—Equity

Issuances of Class B Common Stock:

Class B common stock activity for the three months ended October 31, 2015 was as follows:

The Company issued 28,000 shares to an employee as compensation.

The Company issued 60,000 shares to Davidi Jonas (“Jonas”), the Company’s Chief Executive Officer and President, as compensation.

See Stock-Based Compensation below for a further discussion.

Treasury Stock for Payroll Tax Withholding:

Treasury stock consists of shares of Class B common stock that were tendered by employees of ours to satisfy the employees’ tax withholding obligations in connection with the lapsing of restrictions on awards of restricted stock. The fair market value of the shares tendered was based on the trading day immediately prior to the vesting date and the proceeds utilized to pay the withholding taxes due upon such vesting event.

At both October 31, 2015 and July 31, 2015, there were 41,723 shares of treasury stock at a value of $480,392.

Stock-Based Compensation:

From time to time, the Company issues Class B common stock and options to purchase Class B common stock to non-employee directors, officers, employees and other service providers.

On October 8, 2015, the Company approved an amendment and restatement of the Company’s 2013 Stock Option and Incentive Plan (“2013 Plan”) that will increase the number of shares of the Company’s Class B common stock available for the grant of awards thereunder by 475,000 shares. The amendment and restatement of the 2013 Plan is subject to stockholder approval and has been placed on the agenda for the upcoming Annual Meeting of Stockholders of the Company.

Issuances of Class B common stock included in stock-based compensation for the three months ended October 31, 2015 are as follows:

On July 23, 2015, the Compensation Committee of the Board approved the issuance to Jonas of 60,000 shares of Class B common stock for services performed for the entire fiscal year of 2015, ending July 31, 2015, subject to ratification by the CFO Jonathan Rand. The shares vested immediately upon ratification. The aggregate fair value of the issuance was $1,494,900 and was charged as stock compensation in Fiscal 2015. The shares were issued on August 7, 2015. As of July 31, 2015, such shares were classified as common stock to be issued.

In October 2015, the Company granted an employee 28,000 restricted shares of Class B common stock. 4,000 of the shares vest on April 4, 2016. The balance of the shares will vest as to one-third of the granted shares on each of October 16, 2016, 2017 and 2018. The aggregate fair value of the grant was $1,052,000 which is being charged to expense on a straight-line basis over the vesting period.

Stock-based compensation is included in selling, general and administrative expense and amounted to $597,798 and $383,262 for the three months ended October 31, 2015 and 2014, respectively. As of October 31, 2015, there was approximately $3.7 million of total unrecognized compensation cost related to non-vested restricted shares. The Company expects to recognize the unrecognized compensation cost as follows: Fiscal 2016 - $1.6 million, Fiscal 2017 - $1.3 million, Fiscal 2018 - $700,000 and Fiscal 2019 - $127,000.