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Note 10 - Stockholders' Equity
9 Months Ended
Sep. 30, 2025
Notes to Financial Statements  
Equity [Text Block]

10. Stockholders' Equity

 

Shares Outstanding

 

The following table presents a rollforward of outstanding shares for the periods indicated:

   

Nine Months Ended September 30, 2025

 

Year Ended December 31, 2024

   

Common Stock Issued

 

Held in Treasury

 

Common Stock Outstanding

 

Common Stock Issued

 

Held in Treasury

 

Common Stock Outstanding

Shares, beginning of year

    5,454,639       (81,584 )     5,373,055       5,454,639       (81,584 )     5,373,055  

Stock-based compensation

    16,156             16,156                    

Shares issued from settlement of Warrants

    68,996             68,996                    

Repurchases of common stock

          (51,463 )     (51,463 )                  

Shares, end of period

    5,539,791       (133,047 )     5,406,744       5,454,639       (81,584 )     5,373,055  

 

Warrants to Purchase Common Stock

 

As previously disclosed in our Annual Report on Form 10-K, the Company issued 5,258,320 warrants (the "Warrants") in November 2020. In connection with the spin-off of MtronPTI in October 2022, pursuant to the warrant agreement, the exercise price was adjusted to $4.75 per share and the target trigger price for potential acceleration was adjusted to $6.65 per share (the "Adjusted Trigger Price"). 

 

On  March 4, 2025, the average volume weighted average price ("VWAP") of LGL Group common stock exceeded the Adjusted Trigger Price for 30 consecutive trading days, which resulted in the Warrants becoming immediately exercisable.

 

During the three months ended September 30, 2025, Warrant holders exercised 344,980, or 6.6%, of the Warrants, with an exercise price of $4.75 per share, in a net share settlement of 68,996 shares of LGL Group common stock. As of September 30, 2025, there were 4,913,340 Warrants outstanding.

 

On November 6, 2025, the Company's Board of Directors (the "Board") approved an extension to the expiration date from November 16, 2025, a Sunday, which allowed holders to exercise their Warrants by the close of business on November 17, 2025, to Tuesday December 9, 2025. Except for the change in expiration date, all other terms of the Warrants remain unchanged.

 

 

 

Share Repurchase Program

 

On  August 29, 2011, the Board authorized an expansion of its previously announced share repurchase program (the "Repurchase Program"), pursuant to which the Company  may repurchase up to an additional 347,491 shares of its common stock in accordance with applicable securities laws. This authorization increased the total number of shares authorized for repurchase under the Company's existing share repurchase program to 797,491 shares, of which 540,000 shares were available to be repurchased, at such times, amounts and prices as the Company shall deem appropriate.

 

On September 19, 2025, the Board authorized the Company to repurchase up to 100,000 shares under the Repurchase Program. During the three months ended September 30, 2025, the Company repurchased 51,463 shares at an aggregate cost of $366, or an average price of $7.08 per share.

 

As of September 30, 2025, the Company had repurchased an aggregate of 133,047 shares of common stock at a cost of $946, all of which are currently held in treasury.

 

Refer to Unregistered Sales of Equity Securities and Use of Proceeds in Part II, Item 2. of this Quarterly Report on Form 10-Q for further information.