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Pay vs Performance Disclosure - USD ($)
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure      
Pay vs Performance Disclosure, Table

Pay Versus Performance

 

The following table presents the Company’s pay versus performance disclosure as required by the SEC.

 

Year(1)

  

Summary

Compensation

Table Total for

PEO ($) (2)

    

Compensation

Actually Paid to

PEO ($) (3)

    

Average

Summary

Compensation

Table Total for

Non-PEO

Named

Executive

Officers ($) (4)

    

Average

Compensation

Actually Paid to

Non-PEO

Named

Executive

Officers ($) (5)

    

Value of

Initial Fixed

$100

Investment

Based on

Total

Shareholder

Return ($) (6)

    

Company

Reported Net

(Loss) Income

($)

  

2023

     125,000       125,000       550,000       550,000       $98.11       (953,000)  

2022

     125,000       30,003       98,317       86,443       $110.06       3,659,000  

2021

     125,000       273,714       125,000       162,176       $184.75       2,760,000  

 

 

(1)

Our principal executive officer (“PEO”) for the years ended December 31, 2023, 2022 and 2021 was Steven A. Hale II, our Chairman and Chief Executive Officer. Our non-PEO named executive officer for the year ended December 31, 2023 was Justin H. Edenfield, our former Principal Financial and Accounting Officer; Secretary. Our non-PEO named executive officers for the year ended December 31, 2022 were Mr. Edenfield and Brad G. Garner, our former Principal Financial and Accounting Officer; Secretary. Our non-PEO named executive officer for the year ended December 31, 2021 was Mr. Garner.

 

 

(2)

Amounts reported in this column represent the total compensation reported in the Summary Compensation Table for the applicable year in which Mr. Hale served as our PEO.

 

 

(3)

To calculate compensation actually paid, adjustments were made to the amounts reported in the Summary Compensation Table for the applicable year. A reconciliation of the adjustments for Mr. Hale is set forth following the footnotes to this table.

 

 

(4)

For 2023, represents the total compensation reported in the Summary Compensation Table for Mr. Edenfield. For 2022, represents the average of the total compensation reported in the Summary Compensation Table for Mr. Edenfield and Mr. Garner. For 2021, represents the total compensation reported in the Summary Compensation Table for Mr. Garner.

 

 

(5)

For 2023, represents the compensation actually paid to Mr. Edenfield. For 2022, represents the average of the compensation actually paid to Mr. Edenfield and Mr. Garner. For 2021, represents the compensation actually paid to Mr. Garner. To calculate compensation actually paid, adjustments were made to the amounts reported in the Summary Compensation Table for the applicable year. A reconciliation of the adjustments for Mr. Edenfield and Mr. Garner is set forth following the footnotes to this table.

 

 

(6)

Total Shareholder Return is calculated assuming a $100 investment in the Company on December 31, 2020, calculated through the end of 2021, 2022 or 2023, as the case may be, based on the Company’s closing stock price on the OTCQB.

 

 

    
PEO Total Compensation Amount $ 125,000 $ 125,000 $ 125,000
PEO Actually Paid Compensation Amount $ 125,000 30,003 273,714
Adjustment To PEO Compensation, Footnote

Reconciliation of Compensation Actually Paid Adjustments

 

Year

  

Summary Compensation

Table Total ($)

    

Minus

Grant

Date Fair

Value of

Stock

Awards

Granted

in Fiscal

Year ($)

    

Plus Fair

Value at

Fiscal Year-

End of

Outstanding

and

Unvested

Stock

Awards

Granted in

Fiscal Year

($)

    

Plus/(Minus)

Change in

Fair Value

of

Outstanding

and

Unvested

Stock

Awards

Granted in

Prior Fiscal

Years ($)

(1)

    

Plus Fair

Value at

Vesting of

Stock

Awards

Granted in

Fiscal Year

that Vested

During

Fiscal Year

($)

    

Plus/(Minus)

Change in

Fair Value

as of

Vesting

Date of

Stock

Awards

Granted in

Prior Years

for which

Applicable

Vesting

Conditions

Were

Satisfied

During the

Fiscal Year

($) (2)

    

Minus Fair

Value as of

Prior Fiscal

Year-End of

Stock

Awards

Granted in

Prior Fiscal

Year that

Failed to

Meet

Applicable

Conditions

During

Fiscal Year

($)

    

Equals

Compensation Actually Paid

($)

  

Mr. Hale

  

2023

     125,000       —       —       —       —       —       —       125,000  

2022

     125,000       —       —       —       —       (94,997)       —       30,003  

2021

     125,000       —       —       148,714       —       —       —       273,714  
                                                                 

Mr. Edenfield

  

2023

     550,000       —       —       —       —       —       —       550,000  

2022

     122,115       —       —       —       —       —       —       122,115  
                                                                 

Mr. Garner

  

2022

     74,519       —       —       —       —       (23,748)       —       50,771  

2021

     125,000       —       —       37,176       —       —       —       162,176  

 

 

(1)

For 2021, represents the change in fair value from December 31, 2020 to December 31, 2021 of (i) 27,777 restricted shares of common stock granted to Mr. Hale on June 28, 2019, which vested on June 28, 2022, and (ii) 6,944 restricted shares of common stock granted to Mr. Garner on June 28, 2019, which vested on June 28, 2022. The fair value as of December 31, 2021 reflects the Company’s common stock closing price on the OTCQB of $11.75 per share on December 31, 2021. The fair value as of December 31, 2020 reflects the Company’s common stock closing price on the OTCQB of $6.36 per share on December 31, 2020, as adjusted for the Company’s July 15, 2021 1-for-12 reverse stock split (the “Reverse Stock Split”).

 

 

(2)

Represents the change in fair value from December 31, 2021 to June 28, 2022 of (i) 27,777 restricted shares of common stock granted to Mr. Hale on June 28, 2019, which vested on June 28, 2022, and (ii) 6,944 restricted shares of common stock granted to Mr. Garner on June 28, 2019, which vested on June 28, 2022. The fair value as of June 28, 2022 reflects the Company’s common stock closing price on the OTCQB of $8.33 per share on June 28, 2022. The fair value as of December 31, 2021 reflects the Company’s common stock closing price on the OTCQB of $11.75 per share on December 31, 2021.

 

 

    
Non-PEO NEO Average Total Compensation Amount $ 550,000 98,317 125,000
Non-PEO NEO Average Compensation Actually Paid Amount 550,000 86,443 162,176
Total Shareholder Return Amount 98.11 110.06 184.75
Net Income (Loss) (953,000,000) 3,659,000,000 2,760,000,000
Current Non-PEO [Member]      
Pay vs Performance Disclosure      
Non-PEO NEO Average Total Compensation Amount   122,115  
Non-PEO NEO Average Compensation Actually Paid Amount   122,115  
Current Non-PEO [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   0  
Current Non-PEO [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   0  
Current Non-PEO [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   0  
Current Non-PEO [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   0  
Current Non-PEO [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   0  
Current Non-PEO [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   0  
Former Non-PEO [Member]      
Pay vs Performance Disclosure      
Non-PEO NEO Average Total Compensation Amount   74,519  
Non-PEO NEO Average Compensation Actually Paid Amount   50,771  
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 148,714
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 (94,997) 0
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0   0
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0   0
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0   37,176
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0   0
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0   0
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ 0   $ 0
Non-PEO NEO | Former Non-PEO [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   0  
Non-PEO NEO | Former Non-PEO [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   0  
Non-PEO NEO | Former Non-PEO [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   0  
Non-PEO NEO | Former Non-PEO [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   0  
Non-PEO NEO | Former Non-PEO [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   (23,748)  
Non-PEO NEO | Former Non-PEO [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   $ 0