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Share-Based Compensation
6 Months Ended
Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Share-Based Compensation

(16) Share-Based Compensation

BitAccess:

BitAccess maintained a stock option plan for its employees under the Amended and Restated Stock Option Plan, (the “BitAccess Plan”). Pursuant to BitAccess Plan agreement, awards of stock options and restricted stock units (“BitAccess RSUs”) were permitted to be made to employees and shareholders of BitAccess. As of June 30, 2024, all awards under the BitAccess Plan had been issued.

The options under the BitAccess Plan generally vest over a two-year period following the one-year anniversary of the date of grant and expire not more than 10 years from the date of grant.

Options

A summary of the BitAccess Plan’s stock option activity and related information is as follows:

 

 

Amount or
number of
Options

 

 

Weighted-average
exercise price

 

 

Weighted-average
remaining
contractual term

 

 

Weighted-average
grant-date fair
value

 

Outstanding at January 1, 2024

 

 

43,780

 

 

$

2.86

 

 

 

8.60

 

 

$

1.21

 

Granted

 

 

 

 

$

 

 

 

 

 

$

 

Exercised

 

 

 

 

$

 

 

 

 

 

$

 

Outstanding at June 30, 2024

 

 

43,780

 

 

$

2.86

 

 

 

8.10

 

 

$

3.09

 

Vested and exercisable at June 30, 2024

 

 

17,722

 

 

$

2.86

 

 

 

 

 

$

3.10

 

 

 

Amount or
number of
Options

 

 

Weighted-average
exercise price

 

 

Weighted-average
remaining
contractual term

 

 

Weighted-average
grant-date fair
value

 

Outstanding at January 1, 2023

 

 

106,938

 

 

$

1.04

 

 

 

8.86

 

 

$

1.13

 

Granted

 

 

39,600

 

 

$

2.86

 

 

 

9.76

 

 

$

3.05

 

Exercised

 

 

(68,058

)

 

$

 

 

 

 

 

$

4.44

 

Outstanding at June 30, 2023

 

 

78,480

 

 

$

2.86

 

 

 

9.21

 

 

$

3.09

 

Vested and exercisable at June 30, 2023

 

 

4,167

 

 

$

2.86

 

 

 

 

 

$

3.07

 

 

RSUs

 

The BitAccess RSUs under the BitAccess Plan generally vest over a two-year period beginning following the one-year anniversary of the date of grant and expire not more than 10 years from the date of grant. There were no outstanding RSUs as of June 30, 2024. A summary of the BitAccess Plan’s BitAccess RSU award activity for the three and six months ended June 30, 2023 is as follows:

 

 

Restricted
Stock Units

 

Outstanding at January 1, 2023

 

 

81,142

 

Exercised

 

 

(23,308

)

Outstanding at March 31, 2023

 

 

57,834

 

Exercised

 

 

(32,193

)

Outstanding at June 30, 2023

 

 

25,641

 

Forfeited

 

 

(25,641

)

Outstanding at December 31, 2023

 

 

 

 

The Company recognized compensation expense of $0 million during the three and six months ended June 30, 2024, and $0.2 million and $0.4 million during the three and six months ended June 30, 2023, respectively, related to the BitAccess Plan. These amounts are included in selling, general and administrative expenses in the Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income. As of June 30, 2024, there was immaterial unrecognized compensation expense related to BitAccess Plan’s for non-vested restricted shares.

2023 Omnibus Incentive Plan

Pursuant to the Incentive Plan the Board is authorized to grant awards of Class A common Stock, incentive stock options, non statutory stock options, RSUs and restricted stock in an aggregate amount up to 6,029,445 shares of Class A common stock to eligible recipients, as defined in the Incentive Plan. The Company recognized $1.7 million and $2.6 million of share-based compensation expense during the three and six months ended June 30, 2024. Share-based compensation expense is included within selling and administrative expenses in the Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income.

PSUs

During the three and six months ended June 30, 2024, the Company's Compensation Committee determined that the performance targets were met and approved the granting of 580,116 fully vested performance-based RSUs ("PSUs"). For these PSUs, the Company recognized stock compensation in the Statement of Stockholders Equity and Member' Equity as Additional-Paid-In Capital and Stock Compensation expense on the Consolidated Statements of (Loss) Income and Comprehensive Income during the three and six months ended June 30, 2024 of $1.1 million. The Company had no unrecognized compensation expense associated with PSUs as of June 30, 2024.

Time-based RSUs

During the three and six months ended June 30, 2024, the Company granted 1,032,447 and 1,037,286 time-based RSUs, respectively. These RSUs vest one-third on the first anniversary of the grant date and in equal quarterly installments over the next two years.

For these time-based RSUs, the Company recognized stock-based compensation in the Consolidated Statement of Stockholders' Equity as Additional Paid-In Capital and stock-based compensation expense on the Consolidated Statements of (Loss) Income and Comprehensive Income during the three and six months ended June 30, 2024 of $0.6 million and $1.5 million. The Company had unrecognized compensation expense associated with time-based RSUs of $3.1 million as of June 30, 2024.

 

Amount of PSUs

 

 

PSU Weighted-average
grant date fair value

 

 

Amount of RSUs

 

 

RSU Weighted-average
grant date fair value

 

Outstanding at January 1, 2024

 

 

 

$

 

 

 

1,352,085

 

 

$

3.59

 

Granted

 

580,116

 

 

$

1.90

 

 

 

1,037,286

 

 

$

1.90

 

Vested

 

(580,116

)

 

$

1.90

 

 

 

(206,072

)

 

$

3.58

 

Forfeited

 

 

 

$

 

 

 

(55,481

)

 

$

2.95

 

Outstanding at June 30, 2024

 

 

 

$

 

 

 

2,127,818

 

 

$

2.78

 

 

 

 

 

 

 

 

 

 

 

 

 

During the three and six months ended June 30, 2024, the Company did not issue any performance-based RSUs.