NOTE 10 – STOCK-BASED COMPENSATION PLANS AND WARRANTS

The Company has issued options and has granted stock awards pursuant to its 2009 Equity Incentive Plan and 2014 Equity Incentive Plan, as described below.

2009 Equity Incentive Plan

The 2009 Equity Incentive Plan was approved by stockholders at the 2009 Annual Meeting. The plan provides for the grant and issuance of up to 850,000 shares and options to the Company’s employees and consultants. The plan became effective when the Company filed a registration statement on Form S-8 on December 18, 2009. All options issued under the 2009 Equity Incentive Plan have a ten-year term with vesting periods ranging from issuance date to 24 months. Under the plan, a total of 537,500 common stock purchase options have been issued. In May 2014, unexercised option to purchase 20,000 shares were forfeited. As of December 31, 2015, 507,500 common stock options remain outstanding under this plan.

2014 Equity Incentive Plan

The 2014 Equity Incentive Plan was approved by stockholders at the June 10, 2014 Annual Meeting. The plan provides for the grant and issuance of up to 675,000 shares and options to the Company’s employees, directors and consultants. Upon approval of the 2014 Equity Incentive Plan, all shares of common stock that remained available for award under the 2009 Equity Incentive Plan were cancelled. Following registration of the 2014 Plan on Form S-8, the Company entered into revised employment agreements with certain senior management that provide for the issuance of up to 162,500 Restricted Stock Units (“RSU’s”) during the period July 1, 2014 through December 31, 2016 and the issuance of up to 200,000 RSU’s in connection with obtaining construction financing for the Water Project. Of the 162,500 restricted stock units granted on July 1 pursuant to these employment agreements, 97,500 shares are vested as of December 31, 2015.

Under the 2014 Equity Incentive Plan, each outside director receives $30,000 of cash compensation and receives a deferred stock award consisting of shares of the Company’s common stock with a value equal to $20,000 on June 30 of each year. The award accrues on a quarterly basis, with $7,500 of cash compensation and $5,000 of stock earned for each fiscal quarter in which a director serves. The deferred stock award vests automatically on January 31 in the year following the award date.

All options that have been issued under the above plans have been issued to officers, employees and consultants of the Company. In total, options to purchase 507,500 shares were unexercised and outstanding on December 31, 2015, under the two equity incentive plans.

For consultants of the Company, the fair value of each option granted under the 2009 Equity Incentive Plan is estimated at each reporting period using the Black-Scholes option pricing model and recorded as a liability until the award is settled.

For officers and employees of the Company, the fair value of each option granted under the plans was estimated on the date of grant using the Black-Scholes option pricing model based on the following weighted-average assumptions:

Risk-free interest rate	3.90	%
Expected life (years)	9.4
Expected volatility	52	%
Expected dividend yield	0.0	%

The risk-free interest rate is assumed to be equal to the yield of a U.S. Treasury bond of comparable maturity, as published in the Federal Reserve Statistical Release for the relevant date. The expected life estimate is based on an analysis of the employees receiving option grants and the expected behavior of each employee. The expected volatility is derived from an analysis of the historical volatility of the trading price per share of the Company’s common stock on the NASDAQ Global Market. The Company does not anticipate that it will pay dividends to common stockholders in the future.

The Company recognized no stock-option-related compensation costs for the years ended December 31, 2014 and 2015, and $43,000 in the year ended December 31, 2013 relating to these options. No stock options were exercised during 2015.

A summary of option activity under the plans as of December 31, 2015, and changes during the year ended are presented below:

				Weighted-		Average		Aggregate
				Average		Remaining		Intrinsic
				Exercise		Contractual		Value
Options	Shares			Price		Term		($000’s)

Outstanding January 1, 2015		822,500		$	11.82		3.4	$	7,181
Granted		-		$	-		-		-
Exercised		-		$	-		-		-
Forfeited or expired		(315,000	)	$	12.09		-		3,247
Outstanding at December 31, 2015		507,500		$	11.66		4.3		3,934
Exercisable at December 31, 2015		507,500		$	11.66		4.3	$	3,934

No options were granted in 2015, 2014 and 2013. The following table summarizes stock option activity for the periods noted:

				Weighted-
				Average
	Amount			Exercise Price

Outstanding at January 1, 2013		862,500		$	11.92
Granted		-		$	-
Expired or canceled		(20,000	)	$	15.25
Exercised		-		$	-

Outstanding at December 31, 2013		842,500		$	11.84
Granted		-		$	-
Expired or canceled		(20,000	)	$	12.60
Exercised		-		$	-

Outstanding at December 31, 2014		822,500		$	11.82
Granted		-		$	-
Expired or canceled		(315,000	)	$	12.09
Exercised		-		$	-

Outstanding at December 31, 2015		507,500	(a)	$	11.66

Options exercisable at December 31, 2015		507,500		$	11.66

Weighted-average years of remaining contractual life of options outstanding at December 31, 2015		4.3

(a)

Exercise prices vary from $9.88 to $12.51, and expiration dates vary from January 2020 to December 2021.

Stock Awards to Directors, Officers, Consultants and Employees

The Company has granted stock awards pursuant to its 2009 Equity Incentive Plan and 2014 Equity Incentive Plan.

Of the total 850,000 shares reserved under the 2009 Equity Incentive Plan, 115,000 restricted shares of common stock were granted on January 14, 2010, and 140,000 restricted shares of common stock were granted on January 10, 2011, consistent with the terms of the agreements pursuant to which those executives provide services to the Company and which contemplate that such executives will participate in the Company’s long-term incentive plans. The recipients of these restricted shares have a contractual agreement not to sell any of these shares for a period of three years following the effective date. Of the remaining 595,000 shares reserved under the 2009 Equity Incentive Plan, 42,265 shares of common stock were awarded to directors and 507,500 were issued as options as described above. Upon approval of the 2014 Equity Incentive Plan in June 2014, 45,235 shares remaining available for award under the 2009 Equity Incentive Plan were cancelled.

Under the 2014 Equity Incentive Plan, 132,303 shares have been awarded to the Company’s directors, consultants and employees. Of the 132,303 shares awarded, 11,850 shares were awarded for service during the plan year ended June 30, 2015, became effective on that date and vested on January 31, 2016.

The accompanying consolidated statements of operations and comprehensive loss include approximately $1,116,000, $1,077,000 and $100,000 of stock-based compensation expense related to stock awards in the years ended December 31, 2015, 2014 and 2013, respectively.

A summary of stock awards activity under the plans during the years ended December 31, 2015 and 2014 is presented below:

				Weighted-
				Average
				Grant-date
	Shares			Fair Value


Nonvested at December 31, 2013		19,483		$	4.60
Granted		206,858		$	8.69
Forfeited or canceled		-		$	-
Vested		(81,827	)	$	8.07

Nonvested at December 31, 2014		144,514		$	8.50
Granted		87,945		$	6.37
Forfeited or canceled		-		$	-
Vested		(155,609	)	$	7.27

Nonvested at December 31, 2015		76,850		$	8.54