Equity

12 Months Ended

Dec. 31, 2020

The Company’s second amended and restated certificate of incorporation currently authorizes the issuance of 100,000,000 shares of common stock, par value $0.0001, and $1,000,000 shares of preferred stock, par value $0.0001.

The following table summarizes the underlying shares of common stock with respect to outstanding warrants:


	December 31, 2020	December 31, 2019
Public Warrants1,5	2,300,000	2,300,000
Sponsor Warrants1,5	99,000	99,000
$15 Exercise Price Warrants2,5	600,000	600,000
Merger Warrants3,6	631,119	631,119
Additional Merger Warrants4,6	946,680	946,680
Total	4,576,799	4,576,799
1 exercisable for one-half of one share of common stock at an exercise price of $5.75 per half share ($11.50 per whole share)
2 exercisable for one share of common stock at an exercise price of $15.00 per share
3 exercisable for one share of common share at an exercise price of $12.50 per share
4 exercisable for one share of common stock at an exercise price of $11.50 per share
5 issued under a warrant agreement dated July 15, 2014, between Continental Stock Transfer and Trust Company, as warrant agent, and the Company.
6 issued to the sellers of LHLLC

See Note 19 - Management Incentive Plan and Note 20 - Subsequent Events.

On July 21, 2014, a total of 300,000 Unit Purchase Options (“UPOs”) were issued by 1347 Capital, the blank check company that consummated a business combination with Limbach Holdings LLC changing its name to Limbach Holdings, Inc., to a representative of the underwriter and its designees. On December 7, 2016, the Company issued 121,173 shares of common stock in connection with the cashless exercise of 282,900 of these UPOs. The UPOs expired on July 21, 2019. Each UPO consisted of one share of common stock, one right to purchase one-tenth of one share of common stock and one warrant to purchase one-half of one share of common stock at an exercise price of $11.50 per full share.

In 2019, the Compensation Committee of the Board of Directors of the Company granted an aggregate of 274,851 RSUs under the Limbach Holdings, Inc. Omnibus Incentive Plan (the “Restated 2016 Plan”) to certain executive officers, non-executive employees and non-employee directors of the Company in the forms of an inaugural RSU award to executives, an annual long-term incentive RSU award, and an RSU award to non-employee directors.

On January 4, 2019, the Company issued 50,222 shares of common stock in connection with the vesting of service-based RSU awards under the 2016 Restated Plan.

On August 16, 2019, the Company issued 4,832 shares of common stock in connection with the vesting of service-based RSU awards under the Restated 2016 Plan.

On September 4, 2019, the Company issued 40,993 shares of common stock in connection with the vesting of service-based RSU awards under the Restated 2016 Plan.

In 2020, the Compensation Committee of the Board of Directors of the Company granted an aggregate of 275,133 RSUs under the 2016 Restated Plan to certain executive officers, non-executive employees and non-employee directors of the Company in the form of an annual ongoing long-term incentive RSU award (the “2020 Ongoing LTI RSU Award”), and an ongoing RSU award to non-employee directors (“2020 Ongoing Director RSU Award”). The 2020 Ongoing LTI RSU Award and 2020 Ongoing Director RSU Award contain both performance and service-based awards.

On January 10, 2020, the Company issued 97,571 shares of common stock in connection with the vesting of service-based RSU awards under the Restated 2016 Plan and 7,334 shares of common stock in conjunction with the accelerated vesting of RSUs as negotiated in the departure of the former chief financial officer.

On April 21, 2020, the Company issued 5,334 shares of common stock in conjunction with the accelerated vesting of RSUs upon the resignation of one of the Company's directors.

On May 15, 2020, the Company issued 54,180 shares of common stock in connection with the vesting of service-based RSU awards under the Restated 2016 Plan. On May 24, 2020 the Board of Directors approved further amendments to the Company's amended and restated Omnibus Incentive Plan to increase the number of shares of the Company's common stock that may be issued pursuant to awards by 500,000 for a total of 1,650,000 shares of the Company’s common stock and extended the term of the plan so that it will expire on the tenth anniversary of the date the stockholders approved the Amended Incentive Plan, July 14, 2020.

Upon approval of the Company's stockholders on May 30, 2019, the Company adopted the Limbach Holdings, Inc. 2019 Employee Stock Purchase Plan (“the ESPP”). On January 1, 2020, the ESPP went into effect. The ESPP enables eligible employees, as defined by the ESPP, the right to purchase the Corporation's common stock through payroll deductions during consecutive subscription periods at a purchase price of 85% of the fair market value of a common share at the end of each offering period. Annual purchases by participants are limited to the number of whole shares that can be purchased by an amount equal to ten percent of the participant's compensation or $5,000, whichever is less. Each offering period of the ESPP lasts six months, commencing on January 1st and July 1st of each year. The amounts collected from participants during a subscription period are used on the exercise date to purchase full shares of common stock. Participants may withdraw from an offering before the exercise date and obtain a refund of amounts withheld through payroll deductions. Compensation cost, representing the 15% discount applied to the fair market value of common stock, is recognized on a straight-line basis over the six-month vesting period during which employees perform related services. Under the ESPP 500,000 shares are authorized to be issued. On July 13, 2020, the Company issued 30,353 and on August 3, 2020 another 472 shares of common stock to participants in the ESPP who contributed to the plan through June 30, 2020. Proceeds related to the ESPP were $0.2 million for the twelve months ended December 31, 2020. Stock compensation expense related to the ESPP was $34 thousand for the twelve months ended December 31, 2020.

On August 31, 2020, the Company issued 10,000 shares in conjunction with the accelerated vesting of RSUs as negotiated in the departure of the former co-chief operating officer.