Stock-Based Compensation

6 Months Ended

Jun. 30, 2022

Share-Based Payment Arrangement [Abstract]

Performance and Incentive Pay Plan (“PIPP”)

On June 2, 2022, the Company’s stockholders approved an amendment to the PIPP which increased the number of authorized shares of common stock available for issuance by 12.0 million shares of common stock. As a result, 14,508,002 shares are authorized for issuance under the PIPP. As of June 30, 2022, all awards granted under the PIPP were in the form of restricted stock units to employees, directors, or consultants of the Company. As of June 30, 2022, there were 9,935,460 shares available for issuance under the PIPP.

For restricted stock units granted in the first quarter of 2019 that had not vested as of June 30, 2022, a price per share was not determined as of the grant date. The number of shares of common stock of the Company to be issued upon vesting was calculated on the vesting date, which was either the second or third anniversary of the date of the grant, or the annual date the compensation committee determines the achievement of the corporate performance targets. Such unvested restricted stock unit awards are included in Other liabilities. The Company estimates the number of shares of common stock to be issued upon vesting using the closing share price of its common stock on the last day of the period as quoted on the Nasdaq Capital Market. For purposes of the outstanding unvested calculations below and the calculation of the shares available for issuance under the PIPP above, the Company used the closing share price on July 1, 2022 of $1.09, the vesting date of the remaining award, to determine the number of shares of common stock to be issued upon vesting of these awards.

The following table summarizes the Company’s unvested share awards outstanding under the PIPP:


						Six Months Ended June 30,
						2022
Unvested at beginning of year(1)						2,210,911
Granted						2,466,042
Impact of fluctuations in share price						(457,084)
Canceled/forfeited						(203,383)
Vested(2)						(792,249)
Unvested end of period(1)						3,224,237

(1)Amounts include liability-based awards for which the number of units awarded is not determined until the vesting date. The number of liability-based award units included in this amount are estimated using the market value of the Company's common shares as of the end of each reporting period.

(2)On June 30, 2022, 36,344 restricted stock units vested and the corresponding issuance of shares of common stock could not be issued as the Company was under a trading black-out. The shares of common stock will be issued upon expiration of the black-out period.

(3)Subsequent to June 30, 2022, the Company granted 506,062 restricted stock units to employees of the Company.

During the six months ended June 30, 2022 and 2021, the Company reclassified $0.1 million and $0.4 million from the current portion of Other liabilities to Additional paid-in capital for restricted stock units that vested.