XML 37 R28.htm IDEA: XBRL DOCUMENT v3.24.0.1
Share-based Compensation (Tables)
12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]    
Schedule of Unvested Restricted Stock Units   Details of unvested RSUs activity during the years ended December 31, 2023 and 2022 were as follows:

 

 

 

Number of units

 

 

Weighted average
grant-date fair value

 

Unvested as of December 31, 2021

 

 

1,306,953

 

 

$

18.85

 

Granted(1)

 

 

561,100

 

 

$

18.29

 

Vested and delivered

 

 

(517,864

)

 

$

15.86

 

Withheld as treasury stock(2)

 

 

(252,346

)

 

$

16.71

 

Vested not delivered(3)

 

 

(8,716

)

 

$

22.81

 

Forfeited

 

 

(44,995

)

 

$

26.30

 

Unvested as of December 31, 2022

 

 

1,044,132

 

 

$

20.64

 

Granted(1)

 

 

399,900

 

 

$

20.39

 

Vested and delivered

 

 

(210,182

)

 

$

21.48

 

Withheld as treasury stock(2)

 

 

(99,234

)

 

$

21.56

 

Vested not delivered(3)

 

 

(8,900

)

 

$

22.12

 

Forfeited

 

 

(107,998

)

 

$

20.79

 

Unvested as of December 31, 2023

 

 

1,017,718

 

 

$

20.10

 

(1)
For the year ended December 31, 2022, the Company granted an aggregate of 561,100 RSUs to certain employees and members of the Company's board of directors at grant date fair values ranging from $16.00 to $28.75 per share, with a vesting period ranging from two to four years. For the year ended December 31, 2023, the Company granted an aggregate of 399,900 RSUs to certain employees and members of the Company's board of directors at grant date fair values ranging from $16.17 to $20.92 per share, with a vesting period ranging from 4 months to four years.
(2)
Withheld as treasury stock represents shares withheld to pay statutory taxes upon the vesting of RSUs. Refer to Note 9 for details.
(3)
Vested not delivered represents RSUs that have been vested but the delivery of the common stock underlying such RSUs were deferred.
Schedule of Grants of RSUs with both Time- and Performance-based Conditions Details of such grants of RSUs were as follows:

 

 

 

 

 

 

 

Weighted average

 

 

 

 

Amortization of share-based compensation

 

RSU grants with

 

 

 

Number

 

 

grant-date

 

 

 

 

Year Ended December 31,

 

performance criteria

 

Grant dates

 

of units

 

 

fair value

 

 

Vesting period

 

2023

 

 

2022

 

Criteria One(1)

 

9/5/2018 - 1/16/2019

 

 

1,577,500

 

 

$

7.66

 

 

3-4 years

 

$

-

 

 

$

6

 

Criteria Two(2)

 

8/28/2019 - 9/8/2020

 

 

277,500

 

 

$

12.27

 

 

3-4 years

 

 

(5

)

 

 

278

 

Criteria Three(3)

 

8/28/2019 - 11/20/2020

 

 

455,000

 

 

$

15.44

 

 

3 years

 

 

-

 

 

 

491

 

Criteria Four(4)

 

7/30/2021

 

 

120,000

 

 

$

15.13

 

 

5 years

 

 

-

 

 

 

-

 

Criteria Five(5)

 

9/12/2023

 

 

12,000

 

 

$

20.39

 

 

0.3 years

 

 

-

 

 

 

-

 

 

 

 

 

 

2,442,000

 

 

 

 

 

 

 

$

(5

)

 

$

775

 

(1)
Such RSU grants shall not vest unless and until the Company has, for any fiscal quarter in which the RSUs are outstanding, achieved certain performance criteria in gross revenue and positive adjusted EBITDA. Provided the performance criteria are met, the RSUs will vest in accordance with the time-based requirements contained in the award agreement over three or four years. As of June 30, 2019, the Company determined that the Criteria One was met. As of December 31, 2022, all shares underlying such awards have vested and been issued in accordance with their time-based vesting requirement.
(2)
Such RSU grants shall not vest unless and until the Company has, for any fiscal quarter in which the RSUs are outstanding, achieved certain performance criteria in gross revenue and positive adjusted EBITDA. Provided the performance criteria are met, the RSUs will vest in accordance with the time-based requirements contained in the award agreement over three or four years. The Company determined that Criteria Two was met as of March 31, 2021. As of December 31, 2023, all shares underlying such awards are expected to vest and be issued in accordance with their time-based vesting requirement.
(3)
Such RSU grants shall not vest unless and until the Company has, for any fiscal quarter in which the RSUs are outstanding, achieved certain performance criteria in gross revenue and positive adjusted EBITDA. Provided the respective performance criteria are met, the RSUs will vest in accordance with the time-based requirements contained in the award agreement over three years. As of the respective grant dates, the Company determined that it was probable that the Criteria Three would be met and therefore, began to record the related amortization expense on the grant dates. The Company determined that the performance criteria were met as of March 31, 2022. As of December 31, 2023, all shares underlying such awards are expected to vest and be issued in accordance with their time-based vesting requirement.
(4)
On July 30, 2021, the Company granted 120,000 RSUs, subject to performance-based requirements, to one non-executive employee, which was subsequently modified on November 7, 2022, with a fair value of $15.13 per share as of the modification date. Such RSU grants shall not vest unless and until the Company has achieved certain revenue for a portion of its business prior to the achievement date deadline for each performance milestone. As of December 31, 2023, the Company determined that a total of 24,000 RSUs have forfeited as related performance milestones were not met, unless there is a change in control on or prior to June 30, 2026. No amortization of share-based compensation expense has been recognized for the remaining RSUs, because, as of December 31, 2023, the Company determined that it is not probable that any performance criteria will be met in the future. The remaining 96,000 RSUs, which were subsequently forfeited as a result of the termination of employment of the non-executive employee on February 2, 2024, were included in "Unvested as of December 31, 2023" with a fair value of $15.13 per share.
(5)
On September 12, 2023, the Company granted 12,000 RSUs, subject to performance-based requirements, to one non-executive employee, with a grant date fair value of $20.93 per share. Such RSU grants shall not vest unless and until the Company has achieved certain revenue for a portion of its business for the period from July 1, 2023 to December 31, 2023. No amortization of share-based compensation expense has been recognized for these RSUs, because, as of December 31, 2023, the Company determined that such performance criteria were not met. The 12,000 RSUs were included in "Forfeited" during the year ended December 31, 2023.
 
Summary of Allocated Share-based Compensation

Share-based compensation was allocated to the following accounts in the consolidated financial statements for the years ended December 31, 2023 and 2022:

 

 

 

Year Ended December 31,

 

(In thousands)

 

2023

 

 

2022

 

Sales and marketing expenses

 

$

462

 

 

$

290

 

General and administrative expenses

 

 

4,924

 

 

 

5,215

 

Share-based compensation expense

 

 

5,386

 

 

 

5,505

 

Capitalized in intangible assets

 

 

1,851

 

 

 

1,621

 

Total

 

$

7,237

 

 

$

7,126