Note 20 - Stock Options

3 Months Ended

Sep. 30, 2024

Notes to Financial Statements

Share-Based Payment Arrangement [Text Block]

20. STOCK OPTIONS

On September 14, 2017, the Company’s Board of Directors unanimously adopted the 2017 Employee Stock Option Plan (the “2017 Employee Plan”) and the 2017 Directors Equity Incentive Plan (the “2017 Directors Plan”) each of which was approved by the shareholders on December 4, 2017.

Assumptions

The fair value for the stock options granted to both employees and directors was estimated using the Black-Scholes option pricing model with the following weighted average assumptions, assuming: 

● An expected life varying from 2.50 to 3.25 years, calculated in accordance with the guidance provided in SEC Staff bulletin No. 110 for plain vanilla options using the simplified method, since the Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term

● A risk-free interest rate varying from 0.11% to 4.59% (2024: 0.20% to 4.59%);

● No expected dividend payments; and

● Expected volatility of 47.3% to 73.9% (2024: 47.3% to 72.2%).

2017 Employee Stock Option Plan

The Company’s 2017 Employee Plan permits the grant of stock options to its employees covering up to an aggregate of 300,000 shares of Common Stock. In December 2021, the Company’s Board of Directors approved an amendment to the 2017 Employee Plan to increase the shares covered thereby from 300,000 shares to an aggregate of 600,000 shares, which amendment was approved by the Company’s shareholders at the annual meeting held in December 2021.

Under the 2017 Employee Plan, all options must be granted with an exercise price of no less than fair value as of the grant date and the options granted must be exercisable within a maximum of ten years after the date of grant, or such lesser period of time as is set forth in the stock option agreements. The options may be exercisable (a) immediately as of the effective date of the stock option agreement granting the option, or (b) in accordance with a schedule related to the date of the grant of the option, the date of first employment, or such other date as may be set by the Compensation Committee. Generally, options granted under the 2017 Employee Plan are exercisable within five years after the date of grant and vest over the period as follows: 25% vesting on the grant date and the remaining balance vesting in equal installments on the next three succeeding anniversaries of the grant date. The share-based compensation will be recognized in terms of the grade method on a straight-line basis for each separately vesting portion of the award. Certain option awards provide for accelerated vesting if there is a change in control (as defined in the 2017 Employee Plan).

During the three-month period ended September 30, 2024, there were 40,000 stock options granted and no stock options were exercised under 2017 Employee Plan. The Company recognized $71 in stock-based compensation expense during the three months ended September 30, 2024.

During the three-month period ended September 30, 2023, there were 48,000 stock options granted and no stock options were exercised under 2017 Employee Plan. The Company recognized $60 in stock-based compensation expense during the three months ended September 30, 2023.

As of September 30, 2024, there were vested stock options granted under the 2017 Employee Plan covering a total of 164,500 shares of Common Stock. The weighted-average exercise price was $5.54 and the weighted average remaining contractual term was 2.84 years.

As of September 30, 2023, there were vested stock options granted under the 2017 Employee Plan covering a total of 152,875 shares of Common Stock. The weighted-average exercise price was $4.55 and the weighted average remaining contractual term was 2.31 years.

A summary of option activities under the 2017 Employee Plan during the three months ended September 30, 2024, is presented as follows:

					Weighted
					Average
			Weighted		Remaining
			Average		Contractual		Aggregate
			Exercise		Term		Intrinsic
	Options		Price		(Years)		Value
Outstanding at July 1, 2024		270,750	$	5.35		3.43	$	268
Granted		40,000		6.17		-		-
Exercised		-		-		-		-
Forfeited or expired		-		-		-		-
Outstanding at September 30, 2024		310,750		5.45		3.38		142
Exercisable at September 30, 2024		164,500		5.54		2.84		73

A summary of the status of the Company’s non-vested employee stock options during the three months ended September 30, 2024, is presented below:

				Weighted
				Average
				Grant-Date
	Options			Fair Value
Non-vested at July 1, 2024		134,500		$	5.12
Granted		40,000			5.65
Vested		(28,250	)		-
Non-vested at September 30, 2024		146,250			5.35

A summary of option activities under the 2017 Employee Plan during the three months ended September 30, 2023, is presented as follows:

					Weighted
					Average
			Weighted		Remaining
			Average		Contractual		Aggregate
			Exercise		Term		Intrinsic
	Options		Price		(Years)		Value
Outstanding at July 1, 2023		216,375	$	4.89		2.92	$	140
Granted		48,000		4.88		-		-
Exercised		-		-		-		-
Forfeited or expired		-		-		-		-
Outstanding at September 30, 2023		264,375	$	4.88		3.05	$	590
Exercisable at September 30, 2023		152,875	$	4.55		2.30	$	390

A summary of the status of the Company’s non-vested employee stock options during the three months ended September 30, 2023, is presented below:

				Weighted
				Average
				Grant-Date
	Options			Fair Value
Non-vested at July 1, 2023		81,750		$	5.53
Granted		48,000			4.81
Vested		(18,250	)		-
Non-vested at September 30, 2023		111,500		$	5.34

2017 Directors Equity Incentive Plan

The 2017 Directors Plan permits the grant of options to its directors in the form of non-qualified options and restricted stock, and initially covered up to an aggregate of 300,000 shares of Common Stock. In September 2020, the Company’s Board of Directors approved an amendment to the 2017 Directors Plan to increase the shares covered thereby from 300,000 shares to an aggregate of 600,000 shares, which amendment was approved by the Company’s shareholders at the annual meeting held in December 2020. In October 2023, the Company’s Board of Directors approved an amendment to the 2017 Directors Plan to increase the shares covered thereby from 600,000 shares to an aggregate of 900,000 shares, which amendment was approved by the Company’s shareholders at the annual meeting held in December 2023.

Under the 2017 Directors Plan, the exercise price of the non-qualified options is required to be 100% of the fair value of the underlying shares on the grant date. The options have five-year contractual terms and are exercisable immediately as of the grant date.

During the three-month period ended September 30, 2024, and 2023, respectively, the Company did not grant any options pursuant to the 2017 Directors Plan. There were no stock options exercised and the Company did not recognize any stock-based compensation expense during the three months ended September 30, 2024, and 2023 respectively.

As all the stock options granted under the 2017 Directors Plan vest immediately on the date of grant, there were no unvested stock options granted under the 2017 Directors Plan as of September 30, 2024, or September 30, 2023.

As of September 30, 2024, there were vested stock options granted under the 2017 Directors Plan covering a total of 431,000 shares of Common Stock. The weighted average exercise price was $5.24 and the weighted average remaining contractual term was 2.63 years.

As of September 30, 2023, there were vested stock options granted under the 2017 Directors Plan covering a total of 420,000 shares of Common Stock. The weighted average exercise price was $4.91 and the weighted average remaining contractual term was 2.66 years. 

A summary of option activities under the 2017 Directors Plan during the three months ended September 30, 2024, is presented as follows: 

					Weighted
					Average
			Weighted		Remaining
			Average		Contractual		Aggregate
			Exercise		Term		Intrinsic
	Options		Price		(Years)		Value
Outstanding at July 1, 2024		431,000	$	5.24		2.88	$	531
Granted		-		-		-		-
Exercised		-		-		-		-
Forfeited or expired		-		-		-		-
Outstanding at September 30, 2024		431,000		5.24		2.63		349
Exercisable at September 30, 2024		431,000	$	5.24		2.63	$	349

A summary of option activities under the 2017 Directors Plan during the three months ended September 30, 2023, is presented as follows:

					Weighted
					Average
			Weighted		Remaining
			Average		Contractual		Aggregate
			Exercise		Term		Intrinsic
	Options		Price		(Years)		Value
Outstanding at July 1, 2023		420,000	$	4.91		2.66	$	309
Granted		-		-		-		-
Exercised		-		-		-		-
Forfeited or expired		-		-		-		-
Outstanding at September 30, 2023		420,000	$	4.91		2.66	$	954
Exercisable at September 30, 2023		420,000	$	4.91		2.66	$	954