Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 28, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-15465 | ||
Entity Registrant Name | Intellicheck, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 11-3234779 | ||
Entity Address, Address Line One | 200 Broadhollow Road | ||
Entity Address, Address Line Two | Suite 207 | ||
Entity Address, City or Town | Melville | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 11747 | ||
City Area Code | (516) | ||
Local Phone Number | 992-1900 | ||
Title of 12(b) Security | Common Stock, $0.001 par value | ||
Trading Symbol | IDN | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 25,397,868 | ||
Entity Common Stock, Shares Outstanding | 19,035,791 | ||
Documents Incorporated by Reference | Proxy for Annual Meeting of Stockholders May 4, 2023 | ||
Entity Central Index Key | 0001040896 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2022 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Audit Information [Abstract] | |
Auditor Name | FORVIS, LLP |
Auditor Location | Tysons, VirginiaM |
Auditor Firm ID | 686 |
BALANCE SHEETS
BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 5,196 | $ 13,651 |
Short-term investments | 4,880 | 0 |
Accounts receivable, net of allowance of $20 and $3 as of December 31, 2022, and 2021, respectively | 2,637 | 2,192 |
Other current assets | 608 | 643 |
Total current assets | 13,321 | 16,486 |
PROPERTY AND EQUIPMENT, NET | 749 | 737 |
GOODWILL | 8,102 | 8,102 |
INTANGIBLE ASSETS, NET | 273 | 378 |
OTHER ASSETS | 8 | 8 |
Total assets | 22,453 | 25,711 |
CURRENT LIABILITIES: | ||
Accounts payable | 358 | 368 |
Accrued expenses | 2,319 | 2,870 |
Income taxes payable | 90 | 0 |
Equity awards liability | 54 | 378 |
Liability for shares withheld | 221 | 1,244 |
Deferred revenue, current portion | 906 | 1,266 |
Total current liabilities | 3,948 | 6,126 |
OTHER LIABILITIES | ||
Deferred revenue, long-term portion | 1 | 8 |
Total liabilities | 3,949 | 6,134 |
COMMITMENTS AND CONTINGENCIES (Note 10) | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock – $0.01 par value; 30,000 shares authorized; Series A convertible preferred stock, zero shares issued and outstanding as of December 31, 2022 and 2021, respectively | 0 | 0 |
Common stock – $.001 par value; 40,000,000 shares authorized; 18,957,366 and 18,660,369 shares issued and outstanding as of December 31, 2022 and 2021, respectively | 19 | 19 |
Additional paid-in capital | 149,233 | 146,455 |
Accumulated deficit | (130,748) | (126,897) |
Total stockholders’ equity | 18,504 | 19,577 |
Total liabilities and stockholders’ equity | $ 22,453 | $ 25,711 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 20 | $ 3 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 30,000 | 30,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock, shares issued (in shares) | 18,957,366 | 18,660,369 |
Common stock, shares outstanding (in shares) | 18,957,366 | 18,660,369 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | ||
REVENUES | $ 15,966 | $ 16,393 |
COST OF REVENUES | (1,275) | (3,511) |
Gross profit | 14,691 | 12,882 |
OPERATING EXPENSES | ||
Selling, general and administrative | 12,399 | 14,895 |
Research and development | 6,014 | 5,480 |
Total operating expenses | 18,413 | 20,375 |
Loss from operations | (3,722) | (7,493) |
OTHER (EXPENSE) INCOME | ||
Gain on forgiveness of unsecured promissory note | 0 | 10 |
Interest and other (expense) income | (5) | 5 |
Total other (expense) income | (5) | 15 |
Net loss before provision for income taxes | (3,727) | (7,478) |
Provision for income taxes | 124 | 0 |
Net loss | $ (3,851) | $ (7,478) |
Loss per common share - | ||
Basic (in dollars per share) | $ (0.20) | $ (0.40) |
Diluted (in dollars per share) | $ (0.20) | $ (0.40) |
Weighted average common shares used in computing per share amounts - | ||
Basic (in shares) | 18,838,971 | 18,598,410 |
Diluted (in shares) | 18,838,971 | 18,598,410 |
STATEMENTS OF STOCKHOLDERS_ EQU
STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2020 | 18,410,458 | |||
Beginning balance at Dec. 31, 2020 | $ 22,211 | $ 18 | $ 141,612 | $ (119,419) |
Stock-based compensation | 3,068 | 3,068 | ||
Exercise of stock options, net of cashless exercise of 58,926 shares and 92,634 shares withheld (in shares) | 208,741 | |||
Exercise of stock options, net of cashless exercise of 58,926 shares and 92,634 shares withheld | 1,757 | $ 1 | 1,756 | |
Issuance of shares for vested restricted stock grants (in shares) | 32,170 | |||
Exercise of warrants (in shares) | 9,000 | |||
Exercise of warrants | 19 | 19 | ||
Net loss | (7,478) | (7,478) | ||
Ending balance (in shares) at Dec. 31, 2021 | 18,660,369 | |||
Ending balance at Dec. 31, 2021 | 19,577 | $ 19 | 146,455 | (126,897) |
Stock-based compensation | 2,778 | 2,778 | ||
Issuance of shares for vested restricted stock grants (in shares) | 296,997 | |||
Net loss | (3,851) | (3,851) | ||
Ending balance (in shares) at Dec. 31, 2022 | 18,957,366 | |||
Ending balance at Dec. 31, 2022 | $ 18,504 | $ 19 | $ 149,233 | $ (130,748) |
STATEMENTS OF STOCKHOLDERS_ E_2
STATEMENTS OF STOCKHOLDERS’ EQUITY (Parenthetical) | 12 Months Ended |
Dec. 31, 2021 shares | |
Statement of Stockholders' Equity [Abstract] | |
Exercise of stock options, cashless exercise (in shares) | 58,926 |
Exercise of stock options, cashless exercise, shares withheld (in shares) | 92,634 |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (3,851) | $ (7,478) |
Adjustments to reconcile Net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 285 | 169 |
Stock-based compensation | 2,455 | 6,400 |
Bad debt expense | (17) | 0 |
Gain on forgiveness of unsecured promissory note | 0 | (10) |
Changes in assets and liabilities: | ||
(Increase) in accounts receivable | (428) | (72) |
Decrease (increase) in other current assets | 34 | (302) |
(Increase) in other assets | 0 | (4) |
(Decrease) increase in accounts payable and accrued expenses | (568) | 1,551 |
(Decrease) increase in deferred revenue | (367) | 862 |
(Decrease) in liability for shares withheld | (1,023) | 0 |
Net cash (used in) provided by operating activities | (3,480) | 1,116 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of short-term investments | (4,880) | 0 |
Capital expenditures | (192) | (662) |
Net cash (used in) investing activities | (5,072) | (662) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Return of repayment of unsecured promissory note | 0 | 10 |
Net proceeds from issuance of common stock from exercise of stock options | 0 | 47 |
Proceeds of insurance financing arrangement | 319 | 0 |
Repayment of insurance financing arrangement | (222) | 0 |
Proceeds from issuance of common stock from exercise of warrants | 0 | 19 |
Net cash provided by financing activities | 97 | 76 |
Net (decrease) increase in cash | (8,455) | 530 |
CASH, beginning of year | 13,651 | 13,121 |
CASH, end of year | 5,196 | 13,651 |
Supplemental disclosures of noncash investing and financing activities: | ||
Reclassification of stock option awards | 0 | 1,411 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 5 | 0 |
Cash paid for income taxes | $ 31 | $ 0 |
NATURE OF BUSINESS
NATURE OF BUSINESS | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF BUSINESS | NATURE OF BUSINESS Business Intellicheck, Inc. (the “Company” or “Intellicheck”) is a prominent technology company that is engaged in developing, integrating and marketing identity verification solutions to address challenges that include commercial retail and banking fraud prevention. Intellicheck’s products include solutions for preventing identity fraud across any industry delivered via smartphone, tablet, POS integration or other electronic devices. Intellicheck continues to develop and release innovative products based upon its rich patent portfolio consisting of eighteen (18) U.S. and one Canadian patents, as well as three U.S. patents pending. Liquidity For the year ended December 31, 2022, the Company incurred a net loss of $(3,851) and had net cash used in operating activities of $(3,480). As of December 31, 2022, the Company had cash and cash equivalents of $5,196, short term investments of $4,880, working capital (defined as current assets minus current liabilities) of $9,373 and an accumulated deficit of $130,748. Based on the Company’s business plan and cash resources, Intellicheck expects its existing and future resources and revenues generated from operations to satisfy its working capital requirements for at least the next 12 months from the date of filing. As of the filing of this Form 10-K, the COVID-19 pandemic, which first began affecting the Company in the first quarter of 2020, has impacted the Company’s business by a temporary decline in revenues from its customers. Though the Company has had an increase in SaaS revenues for the year ended December 31, 2022 compared to the same period of 2021, the COVID-19 pandemic could continue to impact our business directly and/or indirectly for the foreseeable future. The Company is further unable to accurately predict the full impact that the COVID-19 pandemic will have on its results of operations or financial condition due to numerous factors that are not within its control, including the duration and severity of the outbreak together with any potential statewide closures if cases increase in the future, the spread of COVID-19 variants, and the widespread adoption of vaccination measures including booster regimens. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Use of Estimates The preparation of the Company’s financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the Company’s financial statements and accompanying notes. Significant estimates and assumptions that affect amounts reported in the financial statements include impairment consideration and valuation of goodwill and intangible assets, deferred tax valuation allowances, allowance for doubtful accounts, revenue recognition (including breakage revenue) and the fair value of stock options granted under the Company’s Equity compensation plan. Due to the inherent uncertainties involved in making estimates, actual results reported in future periods may be different from those estimates. ASC 718 establishes fair value as the measurement objective in accounting for equity payment arrangements and requires all companies to apply a fair-value based measurement method in accounting for all equity payment transactions with employees. The Company determined the fair value of these awards utilizing a Black-Scholes option pricing model. Allowance for Doubtful Accounts The Company records its allowance for doubtful accounts based upon its assessment of various factors. The Company considers historical experience, the age of the accounts receivable balances, credit quality of the Company’s customers, current economic conditions and other factors that may affect customers’ ability to pay. Cash and Cash Equivalents We classify as cash equivalents time deposits and other investments that are highly liquid and have maturities of three months or less at the date of purchase. Our cash and cash equivalents consist primarily of cash on deposits with banks and is maintained with major financial institutions in the United States. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000, however amounts may exceed FDIC insured limits. Short-term investments Short-term investments include investments in U.S. treasury notes. Debt investments with original maturities at the date of purchase greater than approximately three months but less than a year are classified as short-term investments, as they represent the investment of cash available for current operations. All short-term investments that the company holds are classified as "held-to-maturity". See Note 3 for more detail and a breakdown of the company's short-term investments. Long-Lived Assets and Impairment of Long-Lived Assets The Company’s long-lived assets include property and equipment, goodwill, and intangible assets. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of these assets may not be fully recoverable in accordance with Accounting Standards Codification (“ASC”) 350 (“Intangibles – Goodwill and Other”) and ASC 360 (“Property, Plant and Equipment”). To determine recoverability of its long-lived assets, the Company evaluates the probability that future undiscounted net cash flows, without interest charges, will be less than the carrying amount of the assets. Impairment is measured at fair value. Property and Equipment Property and equipment are recorded at cost and are depreciated over their estimated useful lives ranging from three Goodwill Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations. Pursuant to ASC 350, the Company tests goodwill for impairment on an annual basis in the fourth quarter, or between annual tests, in certain circumstances. Under authoritative guidance, the Company first assessed qualitative factors to determine whether it was necessary to perform step one of the quantitative goodwill impairment test. An entity is not required to calculate the fair value of a reporting unit unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. Events or changes in circumstances which could trigger an impairment review include macroeconomic conditions, industry and market conditions, cost factors, overall financial performance, other entity specific events and sustained decrease in share price. The Company performed its annual impairment test of goodwill in the fourth quarter for the years ended December 31, 2022 and 2021 More detail about this is referenced in Note 5. For the years ended December 31, 2022 and 2021, the Company determined no impairment charge was required. Intangible Assets Intangible assets include patents, copyrights, and developed technology. The Company amortizes these assets on a straight-line basis over their estimated useful lives, as it represents the pattern of economic benefits consumed. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of these assets may not be fully recoverable in accordance with ASC 360. To determine recoverability of its long-lived assets, the Company evaluates the probability that future undiscounted net cash flows, will be less than the carrying amount of the assets. There were no impairment charges recognized for the years ended December 31, 2022 and 2021. See Note 5. Revenue Recognition and Deferred Revenue General Most license fees and services revenue are generated from a combination of fixed-price and per-scan contracts. Under the per-scan revenue model, customers are charged a fee each time the customer scans an identity document, such as a driver’s license, with the Company’s software. Under the fixed-price revenue model customers are charged a fixed monthly fee either per device or physical business location to access the Company’s software. Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company measures revenue based on the consideration specified in a customer arrangement, and revenue is recognized when the performance obligations in an arrangement are satisfied. A performance obligation is a promise in a contract to transfer a distinct service to the customer. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when or as, the customer receives the benefit of the performance obligation. Customers typically receive the benefit of the Company’s services as they are performed. Substantially all customer contracts provide that the Company is compensated for services performed to date. During 2021, the Company adopted an additional revenue model where customers purchase a predetermined number of transactions for the term of the contract. Revenue for these transactions is recognized on a per transaction basis. The Company estimates the amount of unused transactions at the end of each contract period and recognizes a portion of that revenue as breakage revenue each reporting period. If the Company expects the customer to use all transactions in the specified service period, the Company will recognize the transaction price as revenue in the specified service period as the promised units of service are transferred to the customer. Alternatively, if the Company expects that the customer cannot or will not use all transactions in the specified service period (referred to as “breakage”), the Company will recognize the estimated breakage amount as revenue ratably over the service period in proportion to the revenue that the Company will recognize for actual transactions used by the customer in the service period. Actual results could differ from estimates and as such differences may be material to the financial statements. Invoicing is based on schedules established in customer contracts. Payment terms are generally established from 30 to 60 days from the invoice date. Product returns are estimated and recorded as a reduction to revenue, however, such amounts have been immaterial. Nature of goods and services The following is a description of the products and services from which the Company generates revenue, as well as the nature, timing of satisfaction of performance obligations, and significant payment terms for each: Software as a Service (SaaS) Software as a service (SaaS) for hosted subscription services allows customers to access a set of data for a predetermined period of time. As the customer obtains access at a point in time but continues to have access for the remainder of the subscription period, the customer is considered to simultaneously receive and consume the benefits provided by the entity’s performance as the entity performs. Accordingly, the revenue should be recognized over time, under the fixed pricing model, based on the usage of the hosted subscription services, which can vary from month to month. Under the per-scan revenue model, the customer requires access to our hosted subscription service but revenue is recognized each time the customer scans an identity document. Equipment Revenue Revenue from the sale of equipment is recognized at a point in time. The point in time that the revenue is recognized is when the customer has control of the equipment which is when the customer receives the benefit and the Company’s performance obligation has been satisfied. Depending on the contract terms, that could either be at the time the equipment is shipped or at the time the equipment is received. When sales of equipment occur, we recognize shipping and handling costs with the sales of equipment that are recognized as revenue. Other Revenue Other Revenues, which historically have not been material, consist primarily of revenues from other subscription and support services, and extended warranties. The Company’s revenues from other subscription and support services includes jurisdictional updates to certain commercial customers and support services particularly to its Defense ID® customers. These subscriptions require continuing service or post contractual customer support and performance. As the customer obtains access at a point in time but continues to have access for the remainder of the subscription period, the customer is considered to simultaneously receive and consume the benefits provided by the entity’s performance as the entity performs. Accordingly, the revenue should be recognized over time based on usage, which can vary from month to month. The revenue is typically based on a formula such as number of locations in a given month multiplied by a fee per location. Extended warranty revenues are generated when a warranty is provided to the customer separately of other performance obligations when the equipment is sold. As the customer obtains access at a point in time and continues to have access for the remainder of the warranty term, the customer is considered to simultaneously receive and consume the benefits provided by the Company’s performance as the Company performs. The related revenue is recognized ratably over the specified term of the warranty period. The extended warranty is separate to the Company’s standard warranty of usually one year that it receives from its vendor. Disaggregation of revenue In the following tables, revenue is disaggregated by product and service and the timing of revenue recognition. The table also includes a reconciliation of the disaggregated revenue. For the Years Ended December 31, 2022 2021 Products and services Software as a Service (SaaS) $ 15,728 $ 12,970 Other 26 157 Equipment 212 3,266 $ 15,966 $ 16,393 Timing of revenue recognition Products transferred at a point in time $ 238 $ 3,266 Services transferred over time 15,728 13,127 $ 15,966 $ 16,393 Contract balances The current portion of deferred revenue at December 31, 2022 and December 31, 2021 was $906 and $1,266, respectively, and primarily consists of revenue that is recognized over time for software license contracts and hosted subscription services. The changes in these balances are related to the satisfaction or partial satisfaction of these contracts. The entire December 31, 2021, current deferred revenue balance was recognized as revenue in the year ended December 31, 2022. The noncurrent deferred revenue balances were $1 and $8 as of December 31, 2022, and December 31, 2021, respectively. Transaction price allocated to the remaining performance obligations The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period: 2023 2024 2025 Total Software as a Service (SaaS) $ 904 $ — $ — $ 904 Other 2 1 — 3 $ 906 $ 1 $ — $ 907 All consideration from contracts with customers is included in the amounts presented above. Advertising Costs. Advertising costs, which are charged to expense as incurred, were $683 and $745 for the years ended December 31, 2022 and 2021, respectively. Shipping Costs The Company’s shipping and handling costs related to sales are included in cost of revenues for all periods presented. All other shipping and handling costs are included as a component of selling, general and administrative expenses on the Statements of Operations. Income Taxes The Company accounts for income taxes in accordance with ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and net operating loss carryforwards. Deferred tax assets and liabilities are measured using expected tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. Deferred tax assets are recognized subject to management’s judgment that realization is more likely than not. The Company has recorded a full valuation allowance for its net deferred tax assets as of December 31, 2022 and 2021, due to the uncertainty of the realizability of those assets. See Note 8. Fair Value of Financial Instruments The Company adheres to the provisions of ASC 820, “Fair Value Measurement” which requires the Company to calculate the fair value of financial instruments and include this additional information in the notes to financial statements when the fair value of those financial instruments is different than the book value. The Company’s financial instruments include cash and cash equivalents, short-term investments, accounts receivable, other current assets, accounts payable and accrued expenses. At December 31, 2022 and 2021, the carrying value of the Company’s financial instruments approximated fair value, due to their short-term nature. Financial Accounting Standards Board (“FASB”) guidance specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The three levels of the fair value hierarchy are as follows: •Level 1—Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 1 primarily consists of financial instruments whose value is based on quoted market prices such as exchange-traded instruments and listed equities. The Company's Level 1 assets consisted primarily of cash and cash equivalents as well as short-term investments totaling $10.1 million and $13.7 million as of December 31, 2022 and 2021, respectively. •Level 2—Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (e.g., quoted prices of similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active). Level 2 includes financial instruments that are valued using models or other valuation methodologies. The Company had $54 and $378 of Level 2 liabilities as of December 31, 2022 and December 31, 2021 respectively, for the liability-classified stock options. The fair value of these awards were determined by utilizing a Black-Scholes option pricing model. •Level 3—Unobservable inputs for the asset or liability. Financial instruments are considered Level 3 when the fair values are determined using pricing models, discounted cash flows or similar techniques and at least one significant model assumption or input is unobservable. The Company had no Level 3 assets or liabilities as of December 31, 2022 and December 31, 2021. Business Concentration and Credit Risk Financial instruments, which subject the Company to concentrations of credit risk, consist primarily of cash. The Company maintains cash with two financial institutions. The Company performs periodic evaluations of the relative credit standing of these institutions. The Company’s sales are principally made to large retail customers, financial institutions concentrated in the United States of America and to U.S. government entities. The Company performs ongoing credit evaluations, generally does not require collateral, and establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of customers, historical trends, and other information. During the year ended December 31, 2022, the Company made sales to three customers that accounted for approximately 52% of revenue, 22%, 17% and 13%, respectively. The revenue was associated with commercial identity sales customers. These three customers, in addition to one other customer, represented 63% of the Company’s December 31, 2022 accounts receivable balance. These four customers accounted for approximately 37%, 14%, 11% and 1%, respectively, of the Company's accounts receivable balance at December 31, 2022. During the year ended December 31, 2021, the Company had two customers that accounted for 55% of revenue; 38% and 17%, respectively and those same two customers, including one other customer together accounted for 65%; 31%, 12% and 22%, respectively, of its December 31, 2021 accounts receivable balance. As of December 31, 2022, the Company had four suppliers to produce its input devices. The Company has modified its software to operate in windows-based systems and can integrate with different hardware platforms that are readily available in the marketplace. The Company does not maintain a manufacturing facility of its own and is not dependent on maintaining its production relationships due to the flexibility of its software to run on multiple existing platforms. Net Loss Per Share Basic net loss per share is computed by dividing the net loss for the period by the weighted average number of common shares outstanding during the period. Diluted net loss per share is computed by dividing the net loss for the period by the weighted average number of shares of common stock and potentially dilutive common stock equivalents outstanding during the period. The dilutive effect of these common stock equivalents comprising of outstanding options, warrants and restricted stock is reflected in diluted earnings per share by application of the treasury stock method. The calculation of diluted net loss per share excludes all anti-dilutive shares. In a period of net loss, all common stock equivalents are considered anti-dilutive. Years Ended 2022 2021 Numerator: Net Loss $ (3,851) $ (7,478) Denominator: Weighted average common shares – Basic 18,838,971 18,598,410 Weighted average common shares - Diluted 18,838,971 18,598,410 Net Loss per share – Basic $ (0.20) $ (0.40) Diluted $ (0.20) $ (0.40) The following table summarizes the common stock equivalents excluded from the 2022 loss per diluted share because their effect would be anti-dilutive: 2022 2021 Stock options 1,120,244 496,424 Restricted stock 214,892 408,376 Performance stock units 177,688 228,498 Total 1,512,824 1,133,298 Stock-based Compensation The Company accounts for the issuance of equity awards to employees in accordance ASC 718 (“Stock Compensation”) and ASC 505 (“Equity”), which requires that the cost resulting from all equity payment transactions be recognized in the financial statements. This pronouncement establishes fair value as the measurement objective in accounting for equity payment arrangements and requires all companies to apply a fair value-based measurement method in accounting for all equity payment transactions with employees and directors. All stock-based compensation expenses are included in operating expenses. The Company recognizes compensation expense related to equity grants on a straight-line basis over the requisite service period. See Note 9. Comprehensive Loss The Company’s comprehensive loss is equal to its net loss for the years ended December 31, 2022 and 2021. Segment Information The Company adheres to the provisions of ASC 280 (“Segment Reporting”), which establishes standards for the way public business enterprises report information about operating segments in annual financial statements and requires that those enterprises report selected information about operating segments in financial statements issued to shareholders. The Company’s Chief Operating Decision Maker, its Chief Executive Officer (“CEO”), reviews the financial information presented for purposes of allocating resources and evaluating its financial performance. Accordingly, the Company has determined that it operates in a single reportable segment. All of the Company’s long-lived assets are located in the United States. Since the Company operates in one operating segment, all required financial segment information can be found in the financial statements. Research and Development Research and development expenses are expensed as incurred and consist primarily of employee-related expenses (such as salaries, taxes, benefits and stock-based compensation), allocated overhead costs and outside services costs related to the development and improvement of the Company's SaaS applications. Subsequent Events The Company reviewed all material events through the date these financial statements were issued for subsequent event disclosure consideration. Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments |
CASH EQUIVALENTS AND SHORT-TERM
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | 12 Months Ended |
Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS Short-term investments include investments in U.S. treasury notes. Short-term investments with original maturities of approximately three months or less from the date of purchase are classified within cash and cash equivalents. Debt investments with original maturities at the date of purchase greater than approximately three months are classified as short-term investments, as they represent the investment of cash available for current operations. All short-term investments that the company holds are classified as "held-to-maturity". The Company has accounted for and disclosed the purchase of its short-term investments in accordance with ASC 320 ("Investments - Debt Securities"). The following table summarizes the fair value of cash and cash equivalents, and short-term investments as well as any gross unrealized holding gains and losses as of December 31, 2022. Due to the nature of these assets and the short-term nature of the U.S. treasury notes being held to maturity, both these cash and cash equivalents and short-term investments fall under the Level 1 fair value hierarchy as referenced in Note 2. As of December 31, 2022 Amortized cost Gross unrealized holding gains Gross unrealized holding losses Estimated fair value Cash and cash equivalents $ 5,196 $ — $ — $ 5,196 U.S. treasury notes (1) 4,880 3 (15) 4,868 Total cash, cash equivalents and short-term investments $ 10,076 $ 3 $ (15) $ 10,064 (1) These U.S. treasury notes are classified as "held-to-maturity" as they were purchased in December 2022 and mature in July 2023. Since these securities are intended to be held until maturity and mature in less than a year from its purchase date, any unrealized gains or losses are not realized until its maturity date and the amortized cost of these securities can be found on this Form 10-K's balance sheet under Current Assets - "Short-term investments". Any coupon payments from these short-term investments fall under "Interest and other (expense) income" on the Company's Statement of Operations. The Company did not hold any securities that were in an unrealized loss position for more than 12 months as of December 31, 2022 and 2021. There were no material realized gains or losses on these short-term investments during the years ended December 31, 2022 and 2021. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment are comprised of the following as of December 31, 2022 and 2021: 2022 2021 Computer equipment and software $ 1,796 $ 1,708 Furniture and fixtures 139 139 Leasehold improvements — 55 Office equipment 614 599 2,549 2,501 Less – Accumulated depreciation (1,800) (1,764) $ 749 $ 737 Depreciation expense for the years ended December 31, 2022 and 2021 amounted to $180 and $64 respectively. Depreciation expense is included in the Statement of Operations within the Selling, general and administrative line item. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS Identifiable intangible assets The following tables set forth the components of intangible assets as of December 31, 2022 and 2021: Estimated As of December 31, 2022 Adjusted Accumulated Net Patents and copyrights 2-17 years $ 375 $ (275) $ 100 Developed technology 5 years 400 (227) 173 $ 775 $ (502) $ 273 Estimated As of December 31, 2021 Adjusted Accumulated Net Patents and copyrights 2-17 years $ 375 $ (250) $ 125 Developed technology 5 years 400 (147) 253 $ 775 $ (397) $ 378 The following summarizes amortization of acquisition related intangible assets included in the statement of operations: Years Ended December 31, 2022 2021 Cost of revenues $ 95 $ 95 General and administrative 10 10 $ 105 $ 105 The Company expects amortization expense for the next five succeeding years will be as follows: 2023 $ 105 2024 105 2025 39 2026 20 2027 4 $ 273 These amounts are subject to change based upon the review of recoverability and useful lives that are performed at least annually. Goodwill Goodwill represents the excess of purchase price over the fair value of the assets acquired in businesses combinations. Under ASC 350, purchased goodwill is not amortized, but rather is tested for impairment. The Company’s goodwill balance was $8,102 as of December 31, 2022 and 2021. This goodwill resulted from the acquisitions of Mobilisa, Inc. and Positive Access Corporation. For the years ended December 31, 2022 and 2021, the Company performed its annual impairment test of goodwill in the fourth quarter. Under authoritative guidance, the Company can use industry and Company specific qualitative factors to determine whether it is more likely than not that impairment exists before performing step one of the quantitative goodwill impairment test. An entity is not required to calculate the fair value of a reporting unit unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. Events or changes in circumstances which could trigger an impairment review include macroeconomic conditions, industry and market conditions, cost factors, overall financial performance, other entity specific events and sustained decrease in share price. The Company performed the first step of the goodwill impairment test to identify potential impairment by comparing the fair value of the Company to its carrying amount, including goodwill. The fair value was determined using the weighting of certain valuation techniques, including both income and market approaches which include a discounted cash flow analysis, an analysis of similar public company financial information, and an analysis of market transactions. Although the Company believes that the factors considered in the impairment analysis are reasonable, changes in any one of the assumptions used could have produced a different result which may have led to an impairment charge. Any future impairment loss could have a material adverse effect on our long-term assets and operating expenses in the period in which impairment is determined to exist. For the years ended December 31, 2022 and 2021, the Company determined that the fair value of the Company was greater than its carrying amount and therefore the second step of the goodwill impairment test was not required. |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Promissory Note On April 15, 2020, the Company received a $10 advance from the U.S. Small Business Administration (“SBA”) as part of the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The Company repaid this EIDL advance on December 7, 2020. The Company had not imputed interest on this advance as the rate was determined to be a below-market rate due to the scope exception in ASC 835-30-15-3(e) for government-mandated interest rates. On December 27, 2020, Congress passed the Economic Aid to Hard-Hit Small Businesses, Nonprofits and Venues Act (“the Economic Aid Act”) which relieves companies of their obligations to repay EIDL advances. As a result of this ruling, the SBA returned this advance, plus interest to the Loan Servicer on February 18, 2021, which was immediately returned to the Company and included in Other income on the Statements of Operations. Revolving Line of Credit On February 6, 2019, the Company entered into a revolving credit facility with Citi Personal Wealth Management that allows for borrowings up to the lesser of (i) $2,000 or (ii) the collateralized balance in the Company’s existing fixed income investment account with Citi Personal Wealth Management subject to certain limitations. The facility bears interest at a rate consistent of Citi Personal Wealth Management’s Base Rate (7.50% at December 31, 2022) minus 2%. Interest is payable monthly and as of December 31, 2022 and 2021, there were no amounts outstanding under this facility and unused availability under this facility was $2,000. Insurance Financing Arrangement On June 17, 2022 the Company entered a financing arrangement related to insurance premiums totaling $319 with an interest rate of 4.05%. The monthly loan payments of $32 are paid to HUB International New England for a total of 10 months. As of December 31, 2022, the Company had a remaining commitment of $97 which is expected to be paid by March 17, 2023. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | ACCRUED EXPENSES Accrued expenses are comprised of the following as of December 31, 2022 and 2021: 2022 2021 Professional fees $ 259 $ 127 Payroll and related 1,040 1,100 Incentive bonuses 846 1,565 Other 174 78 $ 2,319 $ 2,870 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company’s deferred tax assets and liabilities are measured using the enacted tax rates that the Company believes will apply in the years in which temporary differences are expected to be recovered or paid. The Company is subject to federal and state income taxes as a Subchapter C corporation. As a result of continuing losses for tax purposes, the Company has historically recorded a full valuation allowance against its net deferred tax asset. The Company’s deferred tax assets are primarily the result of net operating losses (or NOLs). The Company has recorded a valuation allowance against its net deferred tax assets at December 31, 2022 as it is more likely than not that not all of the deferred tax assets will be realized. The valuation is based on management’s assessment that it is more likely than not the NOL carryforwards may not be realized in the foreseeable future due to objective negative evidence that the Company would not generate sufficient taxable income to realize the deferred tax assets. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets for federal and state income taxes as of December 31, 2022 and 2021 are as follows: 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 4,889 $ 5,708 Payroll related accruals 333 194 Stock-based compensation 612 298 Intangible assets 89 89 Sec. 174 Capitalized costs 1,237 — Other 5 1 Depreciation 18 — Research and development tax credits 906 511 Total deferred tax assets 8,089 6,801 Deferred tax liabilities: Depreciation — (84) Total deferred tax liabilities — (84) Net deferred tax assets 8,089 6,717 Less: Valuation allowance (8,089) (6,717) Deferred tax assets, net of allowance $ — $ — A reconciliation of the statutory U.S. Federal rate to the Company’s effective tax rate is as follows: 2022 2021 Federal income tax benefit at statutory rate 21.00 21.00 State income taxes, net of federal benefit (2.59) 2.28 Permanent items (3.19) (0.20) Research and development tax credits 10.74 1.34 Cumulative deferred adjustments 28.30 (12.46) Rate change (19.55) — Change in valuation allowance (37.35) (11.91) Other (0.73) (0.05) Effective income tax (benefit) expense rate (3.37) % — % There were no tax interest or penalties recorded in the financial statements for the years ended December 31, 2022 and 2021. The Company’s available NOL at December 31, 2022 was approximately $20.8 million, of which $10.9 million expires between 2035 and 2037. In accordance with the Tax Cuts and Jobs Act of 2017 (the "Tax Act"), U.S. NOLs arising in a tax year ending after 2017 will not expire. The Company files numerous tax returns in various jurisdictions. The Company is not currently under examination by any taxing authority, nor has the Company signed any waiver of the statute of limitations with any taxing authority. The Company remains open to examination by major taxing jurisdictions from 2019 to date. ASC 740 requires evaluation of uncertain tax positions and as of December 31, 2022, the Company has no material uncertain tax positions. |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS’ EQUITY Series A Convertible Preferred Stock In January 1997, the Board of Directors authorized the creation of 30,000 class of Series A Convertible Preferred Stock with a par value of $.01. The Series A Convertible Preferred Stock is convertible into an equal number of common shares at the holder’s option, subject to adjustment for anti-dilution. The holders of Series A Convertible Preferred Stock are entitled to receive dividends as and if declared by the Board of Directors. In the event of liquidation or dissolution of the Company, the holders of Series A Convertible Preferred Stock are entitled to receive all accrued dividends, if applicable, plus the liquidation price of $1.00 per share. As of December 31, 2022, and 2021, there were no outstanding shares of Series A Convertible Preferred Stock. Stock-based Compensation To retain and attract qualified personnel necessary for the success of the Company, the Company adopted the 2015 Omnibus Incentive Plan (the “Plan”) covering up to 5,236,000 of the Company’s common shares, pursuant to which officers, directors, key employees and consultants to the Company are eligible to receive incentive stock options, nonqualified stock options and restricted stock units. All the equity compensation plans prior to Company’s 2015 Omnibus Incentive Plan have been closed. The Compensation Committee of the Board of Directors administers this Plan and determines the terms and conditions of stock options granted, including the exercise price. This Plan generally provides that all stock options will expire within ten years of the date of grant. Incentive stock options granted under this Plan must be granted at an exercise price that is not less than the fair market value per share at the date of the grant and the exercise price must not be less than 110% of the fair market value per share at the date of the grant for grants to persons owning more than 10% of the voting stock of the Company. This Plan also entitles non-employee directors to receive grants of non-qualified stock options as approved by the Board of Directors. The Company uses the Black-Scholes option pricing model to value the options on the grant date. The table below presents the weighted average expected life of the stock options in years. The Company uses the simplified method for all restricted stock units and stock options to estimate the expected life of the option and assumes that stock options will be exercised evenly over the period from vesting until the awards expire. Volatility is determined using changes in historical stock prices. The interest rate for periods within the expected life of the award is based on U.S. Treasury yield curve in effect on the grant date. Options, generally, vest from one year to four years. The compensation expense is recognized over the requisite service period on a straight-line basis, reduced by forfeitures as they occur. Certain option awards are classified as liability awards. The fair values of these awards are determined at each reporting period utilizing a Black Scholes option pricing model, and the associated compensation expense (credit) for the reporting period is recorded. The Company decreased by $(324) and $3,332, of stock-based compensation expense in the years ended December 31, 2022 and 2021, respectively. The fair value of the Company’s stock options granted in 2022 that are being classified as equity awards were estimated using the Black-Scholes option pricing model with the following assumptions and weighted average fair values: Year Ended Valuation assumptions: Grant price $1.71 – $2.46 Exercise price $1.71 – $3.69 Expected dividend yield 0 % Expected volatility 84.59% – 86.92% Expected life (in years) 2.94 – 3.75 Risk-free interest rate 2.76% – 3.07% The fair value of the Company’s stock options granted in the years ended, December 31, 2018 and December 31, 2019, that are being classified as liability awards were marked-to-market using the Black-Scholes option pricing model with the following assumptions and weighted average fair values: Year Ended Valuation assumptions: Exercise price range $2.68 – $2.87 Expected dividend yield 0 % Expected volatility range for grants after mark-to-market adjustment 82.03% - 82.87% Expected life (in years) for grants after mark-to-market adjustment 0.04 – 0.96 Risk-free interest rate range for grants after mark-to-market adjustment 0.52% - 4.74% Stock option activity during the periods indicated below was as follows: Number of Shares Subject to Issuance Weighted- average Exercise Price Weighted- average Remaining Aggregate Intrinsic Value Outstanding at December 31, 2020 637,882 $ 2.50 2.55 years $ 5,686 Granted 221,843 10.38 Forfeited (3,000) 2.79 Exercised (360,301) 2.34 Outstanding at December 31, 2021 496,424 $ 6.13 3.03 years $ 528 Granted 732,228 2.14 Forfeited (108,408) 4.53 Exercised — — Outstanding at December 31, 2022 1,120,244 $ 3.68 3.50 years $ 84 Exercisable at December 31, 2022 366,460 $ 5.35 1.78 years $ 84 The aggregate intrinsic value in the table above represents the total pretax intrinsic value (the difference between the Company’s closing stock price on the last trading day of the period and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had they all exercised their options on December 31, 2022. This amount changes based upon the fair market value of the Company’s stock. The following is a summary of stock options as of December 31, 2022: Options Outstanding Options Exercisable Range of Exercise Prices Number of Weighted- Weighted- Number of Weighted- $1.71 to $3.69 931,809 4.21 years $ 2.29 244,581 $ 2.70 $8.56 to $11.50 188,435 3.20 years $ 10.56 121,879 $ 10.66 1,120,244 3.50 years $ 3.68 366,460 $ 5.35 The weighted-average fair value of the options granted during the year ended December 31, 2022 is $2.14. All stock options have been issued with an exercise price that is equal or above the fair market value of the Company’s Common Stock on the date of grant. Restricted Stock Units The Company periodically issues Restricted Stock Units (“RSUs”) which are equity-based instruments that may be settled in shares of common stock of the Company. The Company issues RSUs to certain directors as compensation which vest with the passage of time. The vesting of all RSUs is contingent on continued board and employment services. The compensation expense incurred by the Company for RSUs is based on the closing market price of the Company’s common stock on the date of grant, is amortized on a straight-line basis over the requisite service period and charged to operating expenses with a corresponding increase to additional paid-in capital, reduced by forfeitures when they occur. Restricted stock unit activity during the periods indicated below is as follows: Number of Weighted Outstanding at December 31, 2020 1,754 $ 11.40 Granted 443,442 10.30 Forfeited (4,650) 11.50 Vested and Settled in shares (32,170) 8.47 Outstanding at December 31, 2021 408,376 $ 10.43 Granted 139,958 2.23 Forfeited (36,445) 10.35 Vested and Settled in shares (296,997) 8.03 Outstanding December 31, 2022 214,892 $ 8.43 Performance Stock Units On August 7, 2020, the Company issued 265,942 Performance Stock Units (PSUs) to its officers and certain employees as compensation (“PSU Plan”). 50% of the PSUs were to vest based on the Company’s market price and 50% were to vest based on the Company’s Adjusted EBITDA. Both the conditions were to occur over a specified time and were contingent on continued employment services. On November 4, 2021, the Company amended its PSU Plan so that 100% of the PSUs will vest based on the Company’s market price as the sole vesting criteria. As a result of this amendment, the adjusted EBITDA performance metric from the previous plan is no longer a criteria performance metric. The Company recorded additional stock-based compensation expense of $164 in the fourth quarter of 2021 resulting from the amendment to the PSU Plan. The fair value of these awards with a market condition was estimated, at the date of grant, using the Monte Carlo Simulation model with compensation expense being determined on the closing market price of the Company’s common stock on the date of grant and is amortized ratably on a straight-line basis over the requisite service period. With the amendment mentioned above such that the Company's market price is the sole vesting criteria for these awards, compensation expense is charged to operating expenses with a corresponding increase to additional paid-in capital and is not reversed if the vesting criteria is not met. Number of Weighted Outstanding at December 31, 2020 265,942 $ 7.91 Forfeited (37,444) 7.91 Outstanding at December 31, 2021 228,498 $ 7.91 Forfeited (50,810) 7.91 Outstanding at December 31, 2022 177,688 $ 7.91 As of December 31, 2022, there was $2,135 of total unrecognized compensation costs, related to all unvested stock options, restricted stock units and performance stock units. These costs are expected to be recognized as compensation expense over a weighted average period of approximately 1.50 years. Stock-based compensation expense for the years ended December 31, 2022 and 2021 is as follows: Years Ended December 31, 2022 2021 Stock options $ 382 $ 4,143 Restricted stock units 1,342 1,956 Performance stock units 731 301 $ 2,455 $ 6,400 Stock-based compensation is included in operating expenses as follows: Years Ended December 31, 2022 2021 Selling, general and administrative $ 1,789 $ 5,782 Research and development 666 618 $ 2,455 $ 6,400 As of December 31, 2022, the Company had 1,250,244 shares available for future grants under the Company’s equity compensation plans. Warrants All previously granted warrants were issued with an exercise price that was equal to or above the fair market value of the Company’s common stock on the date of grant. As of December 31, 2022, the Company had no remaining warrants available to exercise. There were 9,000 warrants exercised at a price of $2.20 during the year ended December 31, 2021. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Leases The Company leases an office in Melville, New York. Rent expense, which includes utilities, was $78 and $79 for the years ended December 31, 2022 and 2021 and is included in Selling, general and administrative expenses on the Statement of Operations. The Company determines if an arrangement is a lease at lease inception. The arrangement is a lease if it conveys the right to the Company to control the use of identified property, plant, or equipment for a period of time in exchange for consideration. The Company did not have an Operating Lease ROU or Operating Lease Liability as of December 31, 2022, as its office lease is on a month-to-month term and allows for either party to terminate the lease without a significant penalty. Legal Proceedings The Company is not aware of any infringement by our products or technology on the proprietary rights of others. The Company is not currently involved in any legal or regulatory proceeding, or arbitration, the outcome of which is reasonably possible to have a material effect on its business. Cash Incentive Plans In May 2020, the Board entered into a 2020 separate executive incentive bonus plan (“the 2020 Bonus Plan”) with the Company’s executive management team. Each agreement, under the 2020 Bonus Plan, is based on certain goals achieved by the Company plus individual achievements by each executive. In June 2020, the Company’s executive management team created a 2020 Employee Incentive Plan for all the Company’s non-executives and non-sales personnel. The incentive payment is based on the Company attaining certain revenue goals for the calendar year 2022 and is based as a percentage of the employee’s salary. At December 31, 2022, this bonus liability for the executive and employee bonus plans amounted to $846 and is included in the Accrued Expenses on the Balance Sheets as well as Note 7. |
RETIREMENT PLAN
RETIREMENT PLAN | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
RETIREMENT PLAN | RETIREMENT PLANThe Company has a retirement savings 401(k) plan. The plan permits eligible employees to make voluntary contributions to a trust, up to a maximum of 35% of compensation, subject to certain limitations. The Company has elected to contribute a matching contribution equal to 50% of the first 6% of an eligible employee’s deferral election. The Company may also make discretionary contributions, subject to certain conditions, as defined in the plan. The Company’s matching contributions were $118 and $98 for 2022 and 2021, respectively. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The preparation of the Company’s financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the Company’s financial statements and accompanying notes. |
Use of Estimates | Significant estimates and assumptions that affect amounts reported in the financial statements include impairment consideration and valuation of goodwill and intangible assets, deferred tax valuation allowances, allowance for doubtful accounts, revenue recognition (including breakage revenue) and the fair value of stock options granted under the Company’s Equity compensation plan. Due to the inherent uncertainties involved in making estimates, actual results reported in future periods may be different from those estimates. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The Company records its allowance for doubtful accounts based upon its assessment of various factors. The Company considers historical experience, the age of the accounts receivable balances, credit quality of the Company’s customers, current economic conditions and other factors that may affect customers’ ability to pay. |
Cash and Cash Equivalents | Cash and Cash EquivalentsWe classify as cash equivalents time deposits and other investments that are highly liquid and have maturities of three months or less at the date of purchase. Our cash and cash equivalents consist primarily of cash on deposits with banks and is maintained with major financial institutions in the United States. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000, however amounts may exceed FDIC insured limits. |
Short-term investments | Short-term investmentsShort-term investments include investments in U.S. treasury notes. Debt investments with original maturities at the date of purchase greater than approximately three months but less than a year are classified as short-term investments, as they represent the investment of cash available for current operations. All short-term investments that the company holds are classified as "held-to-maturity". |
Long-Lived Assets and Impairment of Long-Lived Assets | Long-Lived Assets and Impairment of Long-Lived Assets The Company’s long-lived assets include property and equipment, goodwill, and intangible assets. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of these assets may not be fully recoverable in accordance with Accounting Standards Codification (“ASC”) 350 (“Intangibles – Goodwill and Other”) and ASC 360 (“Property, Plant and Equipment”). To determine recoverability of its long-lived assets, the Company evaluates the probability that future undiscounted net cash flows, without interest charges, will be less than the carrying amount of the assets. Impairment is measured at fair value. |
Property and Equipment | Property and EquipmentProperty and equipment are recorded at cost and are depreciated over their estimated useful lives ranging from three |
Goodwill | Goodwill Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations. Pursuant to ASC 350, the Company tests goodwill for impairment on an annual basis in the fourth quarter, or between annual tests, in certain circumstances. Under authoritative guidance, the Company first assessed qualitative factors to determine whether it was necessary to perform step one of the quantitative goodwill impairment test. An entity is not required to calculate the fair value of a reporting unit unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. Events or changes in circumstances which could trigger an impairment review include macroeconomic conditions, industry and market conditions, cost factors, overall financial performance, other entity specific events and sustained decrease in share price. |
Intangible Assets | Intangible AssetsIntangible assets include patents, copyrights, and developed technology. The Company amortizes these assets on a straight-line basis over their estimated useful lives, as it represents the pattern of economic benefits consumed. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of these assets may not be fully recoverable in accordance with ASC 360. To determine recoverability of its long-lived assets, the Company evaluates the probability that future undiscounted net cash flows, will be less than the carrying amount of the assets. |
Revenue Recognition and Deferred Revenue and Shipping Costs | Revenue Recognition and Deferred Revenue General Most license fees and services revenue are generated from a combination of fixed-price and per-scan contracts. Under the per-scan revenue model, customers are charged a fee each time the customer scans an identity document, such as a driver’s license, with the Company’s software. Under the fixed-price revenue model customers are charged a fixed monthly fee either per device or physical business location to access the Company’s software. Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company measures revenue based on the consideration specified in a customer arrangement, and revenue is recognized when the performance obligations in an arrangement are satisfied. A performance obligation is a promise in a contract to transfer a distinct service to the customer. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when or as, the customer receives the benefit of the performance obligation. Customers typically receive the benefit of the Company’s services as they are performed. Substantially all customer contracts provide that the Company is compensated for services performed to date. During 2021, the Company adopted an additional revenue model where customers purchase a predetermined number of transactions for the term of the contract. Revenue for these transactions is recognized on a per transaction basis. The Company estimates the amount of unused transactions at the end of each contract period and recognizes a portion of that revenue as breakage revenue each reporting period. If the Company expects the customer to use all transactions in the specified service period, the Company will recognize the transaction price as revenue in the specified service period as the promised units of service are transferred to the customer. Alternatively, if the Company expects that the customer cannot or will not use all transactions in the specified service period (referred to as “breakage”), the Company will recognize the estimated breakage amount as revenue ratably over the service period in proportion to the revenue that the Company will recognize for actual transactions used by the customer in the service period. Actual results could differ from estimates and as such differences may be material to the financial statements. Invoicing is based on schedules established in customer contracts. Payment terms are generally established from 30 to 60 days from the invoice date. Product returns are estimated and recorded as a reduction to revenue, however, such amounts have been immaterial. Nature of goods and services The following is a description of the products and services from which the Company generates revenue, as well as the nature, timing of satisfaction of performance obligations, and significant payment terms for each: Software as a Service (SaaS) Software as a service (SaaS) for hosted subscription services allows customers to access a set of data for a predetermined period of time. As the customer obtains access at a point in time but continues to have access for the remainder of the subscription period, the customer is considered to simultaneously receive and consume the benefits provided by the entity’s performance as the entity performs. Accordingly, the revenue should be recognized over time, under the fixed pricing model, based on the usage of the hosted subscription services, which can vary from month to month. Under the per-scan revenue model, the customer requires access to our hosted subscription service but revenue is recognized each time the customer scans an identity document. Equipment Revenue Revenue from the sale of equipment is recognized at a point in time. The point in time that the revenue is recognized is when the customer has control of the equipment which is when the customer receives the benefit and the Company’s performance obligation has been satisfied. Depending on the contract terms, that could either be at the time the equipment is shipped or at the time the equipment is received. When sales of equipment occur, we recognize shipping and handling costs with the sales of equipment that are recognized as revenue. Other Revenue Other Revenues, which historically have not been material, consist primarily of revenues from other subscription and support services, and extended warranties. The Company’s revenues from other subscription and support services includes jurisdictional updates to certain commercial customers and support services particularly to its Defense ID® customers. These subscriptions require continuing service or post contractual customer support and performance. As the customer obtains access at a point in time but continues to have access for the remainder of the subscription period, the customer is considered to simultaneously receive and consume the benefits provided by the entity’s performance as the entity performs. Accordingly, the revenue should be recognized over time based on usage, which can vary from month to month. The revenue is typically based on a formula such as number of locations in a given month multiplied by a fee per location. Extended warranty revenues are generated when a warranty is provided to the customer separately of other performance obligations when the equipment is sold. As the customer obtains access at a point in time and continues to have access for the remainder of the warranty term, the customer is considered to simultaneously receive and consume the benefits provided by the Company’s performance as the Company performs. The related revenue is recognized ratably over the specified term of the warranty period. The extended warranty is separate to the Company’s standard warranty of usually one year that it receives from its vendor. Shipping Costs The Company’s shipping and handling costs related to sales are included in cost of revenues for all periods presented. All other shipping and handling costs are included as a component of selling, general and administrative expenses on the Statements of Operations. |
Advertising Costs | Advertising Costs. Advertising costs, which are charged to expense as incurred, were $683 and $745 for the years ended December 31, 2022 and 2021, respectively. |
Income Taxes | Income TaxesThe Company accounts for income taxes in accordance with ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and net operating loss carryforwards. Deferred tax assets and liabilities are measured using expected tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. Deferred tax assets are recognized subject to management’s judgment that realization is more likely than not. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company adheres to the provisions of ASC 820, “Fair Value Measurement” which requires the Company to calculate the fair value of financial instruments and include this additional information in the notes to financial statements when the fair value of those financial instruments is different than the book value. The Company’s financial instruments include cash and cash equivalents, short-term investments, accounts receivable, other current assets, accounts payable and accrued expenses. At December 31, 2022 and 2021, the carrying value of the Company’s financial instruments approximated fair value, due to their short-term nature. Financial Accounting Standards Board (“FASB”) guidance specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The three levels of the fair value hierarchy are as follows: •Level 1—Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 1 primarily consists of financial instruments whose value is based on quoted market prices such as exchange-traded instruments and listed equities. The Company's Level 1 assets consisted primarily of cash and cash equivalents as well as short-term investments totaling $10.1 million and $13.7 million as of December 31, 2022 and 2021, respectively. •Level 2—Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (e.g., quoted prices of similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active). Level 2 includes financial instruments that are valued using models or other valuation methodologies. The Company had $54 and $378 of Level 2 liabilities as of December 31, 2022 and December 31, 2021 respectively, for the liability-classified stock options. The fair value of these awards were determined by utilizing a Black-Scholes option pricing model. •Level 3—Unobservable inputs for the asset or liability. Financial instruments are considered Level 3 when the fair values are determined using pricing models, discounted cash flows or similar techniques and at least one significant model assumption or input is unobservable. The Company had no Level 3 assets or liabilities as of December 31, 2022 and December 31, 2021. |
Business Concentration and Credit Risk | Business Concentration and Credit Risk Financial instruments, which subject the Company to concentrations of credit risk, consist primarily of cash. The Company maintains cash with two financial institutions. The Company performs periodic evaluations of the relative credit standing of these institutions. The Company’s sales are principally made to large retail customers, financial institutions concentrated in the United States of America and to U.S. government entities. The Company performs ongoing credit evaluations, generally does not require collateral, and establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of customers, historical trends, and other information. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing the net loss for the period by the weighted average number of common shares outstanding during the period. Diluted net loss per share is computed by dividing the net loss for the period by the weighted average number of shares of common stock and potentially dilutive common stock equivalents outstanding during the period. The dilutive effect of these common stock equivalents comprising of outstanding options, warrants and restricted stock is reflected in diluted earnings per share by application of the treasury stock method. The calculation of |
Stock-based Compensation | Stock-based CompensationThe Company accounts for the issuance of equity awards to employees in accordance ASC 718 (“Stock Compensation”) and ASC 505 (“Equity”), which requires that the cost resulting from all equity payment transactions be recognized in the financial statements. This pronouncement establishes fair value as the measurement objective in accounting for equity payment arrangements and requires all companies to apply a fair value-based measurement method in accounting for all equity payment transactions with employees and directors. All stock-based compensation expenses are included in operating expenses. The Company recognizes compensation expense related to equity grants on a straight-line basis over the requisite service period. |
Segment Information | Segment Information The Company adheres to the provisions of ASC 280 (“Segment Reporting”), which establishes standards for the way public business enterprises report information about operating segments in annual financial statements and requires that those enterprises report selected information about operating segments in financial statements issued to shareholders. The Company’s Chief Operating Decision Maker, its Chief Executive Officer (“CEO”), reviews the financial information presented for purposes of allocating resources and evaluating its financial performance. Accordingly, the Company has |
Research and Development | Research and Development Research and development expenses are expensed as incurred and consist primarily of employee-related expenses (such as salaries, taxes, benefits and stock-based compensation), allocated overhead costs and outside services costs related to the development and improvement of the Company's SaaS applications. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Revenue Disaggregated by Product and Service and Timing of Revenue Recognition | In the following tables, revenue is disaggregated by product and service and the timing of revenue recognition. The table also includes a reconciliation of the disaggregated revenue. For the Years Ended December 31, 2022 2021 Products and services Software as a Service (SaaS) $ 15,728 $ 12,970 Other 26 157 Equipment 212 3,266 $ 15,966 $ 16,393 Timing of revenue recognition Products transferred at a point in time $ 238 $ 3,266 Services transferred over time 15,728 13,127 $ 15,966 $ 16,393 |
Scheduled of Revenue Expected to be Recognized Related to Performance Obligations | The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period: 2023 2024 2025 Total Software as a Service (SaaS) $ 904 $ — $ — $ 904 Other 2 1 — 3 $ 906 $ 1 $ — $ 907 |
Schedule of Basic and Diluted Earnings Per Share | Years Ended 2022 2021 Numerator: Net Loss $ (3,851) $ (7,478) Denominator: Weighted average common shares – Basic 18,838,971 18,598,410 Weighted average common shares - Diluted 18,838,971 18,598,410 Net Loss per share – Basic $ (0.20) $ (0.40) Diluted $ (0.20) $ (0.40) |
Summary of Common Stock Equivalents Excluded from Loss Per Diluted Share | The following table summarizes the common stock equivalents excluded from the 2022 loss per diluted share because their effect would be anti-dilutive: 2022 2021 Stock options 1,120,244 496,424 Restricted stock 214,892 408,376 Performance stock units 177,688 228,498 Total 1,512,824 1,133,298 |
CASH EQUIVALENTS AND SHORT-TE_2
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Cash and Cash Equivalents and Short-Term Investments | The following table summarizes the fair value of cash and cash equivalents, and short-term investments as well as any gross unrealized holding gains and losses as of December 31, 2022. Due to the nature of these assets and the short-term nature of the U.S. treasury notes being held to maturity, both these cash and cash equivalents and short-term investments fall under the Level 1 fair value hierarchy as referenced in Note 2. As of December 31, 2022 Amortized cost Gross unrealized holding gains Gross unrealized holding losses Estimated fair value Cash and cash equivalents $ 5,196 $ — $ — $ 5,196 U.S. treasury notes (1) 4,880 3 (15) 4,868 Total cash, cash equivalents and short-term investments $ 10,076 $ 3 $ (15) $ 10,064 (1) These U.S. treasury notes are classified as "held-to-maturity" as they were purchased in December 2022 and mature in July 2023. Since these securities are intended to be held until maturity and mature in less than a year from its purchase date, any unrealized gains or losses are not realized until its maturity date and the amortized cost of these securities can be found |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment are comprised of the following as of December 31, 2022 and 2021: 2022 2021 Computer equipment and software $ 1,796 $ 1,708 Furniture and fixtures 139 139 Leasehold improvements — 55 Office equipment 614 599 2,549 2,501 Less – Accumulated depreciation (1,800) (1,764) $ 749 $ 737 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Components of Intangible Assets | The following tables set forth the components of intangible assets as of December 31, 2022 and 2021: Estimated As of December 31, 2022 Adjusted Accumulated Net Patents and copyrights 2-17 years $ 375 $ (275) $ 100 Developed technology 5 years 400 (227) 173 $ 775 $ (502) $ 273 Estimated As of December 31, 2021 Adjusted Accumulated Net Patents and copyrights 2-17 years $ 375 $ (250) $ 125 Developed technology 5 years 400 (147) 253 $ 775 $ (397) $ 378 |
Schedule of Acquisition Related Intangible Asset Amortization Expense | The following summarizes amortization of acquisition related intangible assets included in the statement of operations: Years Ended December 31, 2022 2021 Cost of revenues $ 95 $ 95 General and administrative 10 10 $ 105 $ 105 |
Schedule of Intangible Asset Future Amortization Expense | The Company expects amortization expense for the next five succeeding years will be as follows: 2023 $ 105 2024 105 2025 39 2026 20 2027 4 $ 273 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses are comprised of the following as of December 31, 2022 and 2021: 2022 2021 Professional fees $ 259 $ 127 Payroll and related 1,040 1,100 Incentive bonuses 846 1,565 Other 174 78 $ 2,319 $ 2,870 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Deferred Tax Assets | Significant components of the Company’s deferred tax assets for federal and state income taxes as of December 31, 2022 and 2021 are as follows: 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 4,889 $ 5,708 Payroll related accruals 333 194 Stock-based compensation 612 298 Intangible assets 89 89 Sec. 174 Capitalized costs 1,237 — Other 5 1 Depreciation 18 — Research and development tax credits 906 511 Total deferred tax assets 8,089 6,801 Deferred tax liabilities: Depreciation — (84) Total deferred tax liabilities — (84) Net deferred tax assets 8,089 6,717 Less: Valuation allowance (8,089) (6,717) Deferred tax assets, net of allowance $ — $ — |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the statutory U.S. Federal rate to the Company’s effective tax rate is as follows: 2022 2021 Federal income tax benefit at statutory rate 21.00 21.00 State income taxes, net of federal benefit (2.59) 2.28 Permanent items (3.19) (0.20) Research and development tax credits 10.74 1.34 Cumulative deferred adjustments 28.30 (12.46) Rate change (19.55) — Change in valuation allowance (37.35) (11.91) Other (0.73) (0.05) Effective income tax (benefit) expense rate (3.37) % — % |
STOCKHOLDERS_ EQUITY (Tables)
STOCKHOLDERS’ EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule of Stock Option Valuation Assumptions for Equity Awards and Liability Awards | The fair value of the Company’s stock options granted in 2022 that are being classified as equity awards were estimated using the Black-Scholes option pricing model with the following assumptions and weighted average fair values: Year Ended Valuation assumptions: Grant price $1.71 – $2.46 Exercise price $1.71 – $3.69 Expected dividend yield 0 % Expected volatility 84.59% – 86.92% Expected life (in years) 2.94 – 3.75 Risk-free interest rate 2.76% – 3.07% The fair value of the Company’s stock options granted in the years ended, December 31, 2018 and December 31, 2019, that are being classified as liability awards were marked-to-market using the Black-Scholes option pricing model with the following assumptions and weighted average fair values: Year Ended Valuation assumptions: Exercise price range $2.68 – $2.87 Expected dividend yield 0 % Expected volatility range for grants after mark-to-market adjustment 82.03% - 82.87% Expected life (in years) for grants after mark-to-market adjustment 0.04 – 0.96 Risk-free interest rate range for grants after mark-to-market adjustment 0.52% - 4.74% |
Schedule of Stock Option Activity | Stock option activity during the periods indicated below was as follows: Number of Shares Subject to Issuance Weighted- average Exercise Price Weighted- average Remaining Aggregate Intrinsic Value Outstanding at December 31, 2020 637,882 $ 2.50 2.55 years $ 5,686 Granted 221,843 10.38 Forfeited (3,000) 2.79 Exercised (360,301) 2.34 Outstanding at December 31, 2021 496,424 $ 6.13 3.03 years $ 528 Granted 732,228 2.14 Forfeited (108,408) 4.53 Exercised — — Outstanding at December 31, 2022 1,120,244 $ 3.68 3.50 years $ 84 Exercisable at December 31, 2022 366,460 $ 5.35 1.78 years $ 84 |
Summary of Stock Options | The following is a summary of stock options as of December 31, 2022: Options Outstanding Options Exercisable Range of Exercise Prices Number of Weighted- Weighted- Number of Weighted- $1.71 to $3.69 931,809 4.21 years $ 2.29 244,581 $ 2.70 $8.56 to $11.50 188,435 3.20 years $ 10.56 121,879 $ 10.66 1,120,244 3.50 years $ 3.68 366,460 $ 5.35 |
Schedule of Restricted Stock Unit Activity | Restricted stock unit activity during the periods indicated below is as follows: Number of Weighted Outstanding at December 31, 2020 1,754 $ 11.40 Granted 443,442 10.30 Forfeited (4,650) 11.50 Vested and Settled in shares (32,170) 8.47 Outstanding at December 31, 2021 408,376 $ 10.43 Granted 139,958 2.23 Forfeited (36,445) 10.35 Vested and Settled in shares (296,997) 8.03 Outstanding December 31, 2022 214,892 $ 8.43 |
Schedule of Performance Stock Unit Activity | Number of Weighted Outstanding at December 31, 2020 265,942 $ 7.91 Forfeited (37,444) 7.91 Outstanding at December 31, 2021 228,498 $ 7.91 Forfeited (50,810) 7.91 Outstanding at December 31, 2022 177,688 $ 7.91 |
Schedule of Stock-based Compensation Expense | Stock-based compensation expense for the years ended December 31, 2022 and 2021 is as follows: Years Ended December 31, 2022 2021 Stock options $ 382 $ 4,143 Restricted stock units 1,342 1,956 Performance stock units 731 301 $ 2,455 $ 6,400 |
Schedule of Stock-based Compensation Included in Operating Expenses | Stock-based compensation is included in operating expenses as follows: Years Ended December 31, 2022 2021 Selling, general and administrative $ 1,789 $ 5,782 Research and development 666 618 $ 2,455 $ 6,400 |
NATURE OF BUSINESS (Details)
NATURE OF BUSINESS (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Net loss | $ (3,851) | $ (7,478) |
Net cash used in operating activities | (3,480) | 1,116 |
Cash and cash equivalents | 5,196 | 13,651 |
Short-term investments | 4,880 | 0 |
Working capital | 9,373 | |
Accumulated deficit | $ 130,748 | $ 126,897 |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) | 12 Months Ended | |
Dec. 31, 2022 USD ($) financial_institution segment supplier | Dec. 31, 2021 USD ($) | |
Product Information [Line Items] | ||
Goodwill, impairment charges | $ 0 | $ 0 |
Intangible assets, impairment charges | 0 | 0 |
Deferred revenue, current portion | 906,000 | 1,266,000 |
Deferred revenue, noncurrent portion | 1,000 | 8,000 |
Advertising costs | 683,000 | 745,000 |
Equity awards liability | $ 54,000 | 378,000 |
Number of financial institutions | financial_institution | 2 | |
Number of suppliers | supplier | 4 | |
Number of reporting segments | segment | 1 | |
Number of operating segments | segment | 1 | |
Fair Value, Inputs, Level 1 | ||
Product Information [Line Items] | ||
Cash, cash equivalents and short-term investments | $ 10,064,000 | 13,700,000 |
Fair Value, Inputs, Level 2 | ||
Product Information [Line Items] | ||
Equity awards liability | $ 54,000 | $ 378,000 |
Minimum | ||
Product Information [Line Items] | ||
Property and equipment, useful life | 3 years | |
Maximum | ||
Product Information [Line Items] | ||
Property and equipment, useful life | 7 years | |
Three Customers | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | ||
Product Information [Line Items] | ||
Business concentration risk, percent | 52% | |
Three Customers | Accounts Receivable | Customer Concentration Risk | ||
Product Information [Line Items] | ||
Business concentration risk, percent | 65% | |
Customer One | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | ||
Product Information [Line Items] | ||
Business concentration risk, percent | 22% | 38% |
Customer One | Accounts Receivable | Customer Concentration Risk | ||
Product Information [Line Items] | ||
Business concentration risk, percent | 37% | 31% |
Customer Two | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | ||
Product Information [Line Items] | ||
Business concentration risk, percent | 17% | 17% |
Customer Two | Accounts Receivable | Customer Concentration Risk | ||
Product Information [Line Items] | ||
Business concentration risk, percent | 14% | 12% |
Customer Three | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | ||
Product Information [Line Items] | ||
Business concentration risk, percent | 13% | |
Customer Three | Accounts Receivable | Customer Concentration Risk | ||
Product Information [Line Items] | ||
Business concentration risk, percent | 11% | 22% |
Two Customers | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | ||
Product Information [Line Items] | ||
Business concentration risk, percent | 55% | |
Four Customers | Accounts Receivable | Customer Concentration Risk | ||
Product Information [Line Items] | ||
Business concentration risk, percent | 63% | |
Customer Four | Accounts Receivable | Customer Concentration Risk | ||
Product Information [Line Items] | ||
Business concentration risk, percent | 1% |
SIGNIFICANT ACCOUNTING POLICI_5
SIGNIFICANT ACCOUNTING POLICIES - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Product Information [Line Items] | ||
Revenue | $ 15,966 | $ 16,393 |
Products transferred at a point in time | ||
Product Information [Line Items] | ||
Revenue | 238 | 3,266 |
Services transferred over time | ||
Product Information [Line Items] | ||
Revenue | 15,728 | 13,127 |
Software as a Service (SaaS) | ||
Product Information [Line Items] | ||
Revenue | 15,728 | 12,970 |
Other | ||
Product Information [Line Items] | ||
Revenue | 26 | 157 |
Equipment | ||
Product Information [Line Items] | ||
Revenue | $ 212 | $ 3,266 |
SIGNIFICANT ACCOUNTING POLICI_6
SIGNIFICANT ACCOUNTING POLICIES - Schedule of Revenue Performance Obligations (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 907 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 906 |
Revenue, remaining performance obligation, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 1 |
Revenue, remaining performance obligation, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 0 |
Revenue, remaining performance obligation, period | 12 months |
Software as a Service (SaaS) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 904 |
Software as a Service (SaaS) | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 904 |
Revenue, remaining performance obligation, period | 12 months |
Software as a Service (SaaS) | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 0 |
Revenue, remaining performance obligation, period | 12 months |
Software as a Service (SaaS) | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 0 |
Revenue, remaining performance obligation, period | 12 months |
Other | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 3 |
Other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 2 |
Revenue, remaining performance obligation, period | 12 months |
Other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 1 |
Revenue, remaining performance obligation, period | 12 months |
Other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 0 |
Revenue, remaining performance obligation, period | 12 months |
SIGNIFICANT ACCOUNTING POLICI_7
SIGNIFICANT ACCOUNTING POLICIES - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Numerator: | ||
Net Loss | $ (3,851) | $ (7,478) |
Weighted average common shares – | ||
Basic (in shares) | 18,838,971 | 18,598,410 |
Diluted (in shares) | 18,838,971 | 18,598,410 |
Net Loss per share – | ||
Basic (in dollars per share) | $ (0.20) | $ (0.40) |
Diluted (in dollars per share) | $ (0.20) | $ (0.40) |
SIGNIFICANT ACCOUNTING POLICI_8
SIGNIFICANT ACCOUNTING POLICIES - Summary of Common Stock Equivalents Excluded From Loss Per Diluted Share (Details) - shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 1,512,824 | 1,133,298 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 1,120,244 | 496,424 |
Restricted stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 214,892 | 408,376 |
Performance stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 177,688 | 228,498 |
CASH EQUIVALENTS AND SHORT-TE_3
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS - Schedule of Cash and Cash Equivalents and Short Term Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Amortized cost | ||
Cash and cash equivalents | $ 5,196 | $ 13,651 |
Fair Value, Inputs, Level 1 | ||
Amortized cost | ||
Cash and cash equivalents | 5,196 | |
Total cash, cash equivalents and short-term investments | 10,076 | |
Gross unrealized holding gains | ||
Total cash, cash equivalents and short-term investments | 3 | |
Gross unrealized holding losses | ||
Total cash, cash equivalents and short-term investments | (15) | |
Estimated fair value | ||
Cash and cash equivalents | 5,196 | |
Total cash, cash equivalents and short-term investments | 10,064 | $ 13,700 |
U.S. treasury notes | Fair Value, Inputs, Level 1 | ||
Amortized cost | ||
U.S. treasury notes | 4,880 | |
Gross unrealized holding gains | ||
Total cash, cash equivalents and short-term investments | 3 | |
Gross unrealized holding losses | ||
Total cash, cash equivalents and short-term investments | (15) | |
Estimated fair value | ||
U.S. treasury notes | $ 4,868 |
CASH EQUIVALENTS AND SHORT-TE_4
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS - Narrative (Details) - U.S. treasury notes - Fair Value, Inputs, Level 1 $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 USD ($) number_security | Dec. 31, 2021 USD ($) number_security | |
Schedule of Held-to-Maturity Securities [Line Items] | ||
Number of securities in unrealized loss position for more than 12 months | number_security | 0 | 0 |
Short-term investments, realized gains or losses | $ | $ 0 | $ 0 |
PROPERTY AND EQUIPMENT - Schedu
PROPERTY AND EQUIPMENT - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,549 | $ 2,501 |
Less – Accumulated depreciation | (1,800) | (1,764) |
Property and equipment, net | 749 | 737 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,796 | 1,708 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 139 | 139 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 0 | 55 |
Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 614 | $ 599 |
PROPERTY AND EQUIPMENT - Narrat
PROPERTY AND EQUIPMENT - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 180 | $ 64 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Schedule of Intangible Asset Components (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Adjusted Carrying Amount | $ 775 | $ 775 |
Accumulated Amortization | (502) | (397) |
Net | 273 | 378 |
Patents and copyrights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Adjusted Carrying Amount | 375 | 375 |
Accumulated Amortization | (275) | (250) |
Net | $ 100 | $ 125 |
Patents and copyrights | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 2 years | 2 years |
Patents and copyrights | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 17 years | 17 years |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | 5 years |
Adjusted Carrying Amount | $ 400 | $ 400 |
Accumulated Amortization | (227) | (147) |
Net | $ 173 | $ 253 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Schedule of Acquisition Related Intangible Asset Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Line Items] | ||
Amortization expense | $ 105 | $ 105 |
Cost of revenues | ||
Goodwill [Line Items] | ||
Amortization expense | 95 | 95 |
General and administrative | ||
Goodwill [Line Items] | ||
Amortization expense | $ 10 | $ 10 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Schedule of Intangible Asset Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2023 | $ 105 | |
2024 | 105 | |
2025 | 39 | |
2026 | 20 | |
2027 | 4 | |
Net | $ 273 | $ 378 |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill | $ 8,102 | $ 8,102 |
DEBT (Details)
DEBT (Details) - USD ($) | 12 Months Ended | ||||
Jun. 17, 2022 | Apr. 15, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Feb. 06, 2019 | |
Citi Personal Wealth Management | Revolving Credit Facility | Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity (up to) | $ 2,000,000 | ||||
Amount outstanding | $ 0 | $ 0 | |||
Unused availability | $ 2,000,000 | $ 2,000,000 | |||
Citi Personal Wealth Management | Revolving Credit Facility | Line of Credit | Base Rate | Variable Rate Component One | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate, basis spread | 7.50% | ||||
Citi Personal Wealth Management | Revolving Credit Facility | Line of Credit | Base Rate | Variable Rate Component Two | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate, basis spread | (2.00%) | ||||
CARES Act | U.S. Small Business Administration | |||||
Line of Credit Facility [Line Items] | |||||
Notes payable, advance | $ 10,000 | ||||
Insurance Financing Arrangement | |||||
Line of Credit Facility [Line Items] | |||||
Debt, face amount | $ 319,000 | ||||
Interest rate | 4.05% | ||||
Monthly loan payments | $ 32,000 | ||||
Debt, term | 10 months | ||||
Remaining commitment | $ 97,000 |
ACCRUED EXPENSES - Schedule of
ACCRUED EXPENSES - Schedule of Components of Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Professional fees | $ 259 | $ 127 |
Payroll and related | 1,040 | 1,100 |
Incentive bonuses | 846 | 1,565 |
Other | 174 | 78 |
Accrued expenses | $ 2,319 | $ 2,870 |
INCOME TAXES - Schedule of Defe
INCOME TAXES - Schedule of Deferred Tax Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 4,889 | $ 5,708 |
Payroll related accruals | 333 | 194 |
Stock-based compensation | 612 | 298 |
Intangible assets | 89 | 89 |
Sec. 174 Capitalized costs | 1,237 | 0 |
Other | 5 | 1 |
Depreciation | 18 | 0 |
Research and development tax credits | 906 | 511 |
Total deferred tax assets | 8,089 | 6,801 |
Deferred tax liabilities: | ||
Depreciation | 0 | (84) |
Total deferred tax liabilities | 0 | (84) |
Net deferred tax assets | 8,089 | 6,717 |
Less: Valuation allowance | (8,089) | (6,717) |
Deferred tax assets, net of allowance | $ 0 | $ 0 |
INCOME TAXES - Schedule of Effe
INCOME TAXES - Schedule of Effective Tax Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Federal income tax benefit at statutory rate | 21% | 21% |
State income taxes, net of federal benefit | (2.59%) | 2.28% |
Permanent items | (3.19%) | (0.20%) |
Research and development tax credits | 10.74% | 1.34% |
Cumulative deferred adjustments | 28.30% | (12.46%) |
Rate change | (19.55%) | 0% |
Change in valuation allowance | (37.35%) | (11.91%) |
Other | (0.73%) | (0.05%) |
Effective income tax (benefit) expense rate | (3.37%) | 0% |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Income Tax Disclosure [Abstract] | |
Net operating loss carryforwards | $ 20,800 |
Net operating loss carryforwards, will expire between 2035 and 2037 | 10,900 |
Income tax expense | 124 |
Valuation allowance, increase | $ 1,372 |
STOCKHOLDERS_ EQUITY - Narrativ
STOCKHOLDERS’ EQUITY - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Aug. 07, 2020 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Nov. 04, 2021 | |
Class of Stock [Line Items] | |||||
Shares authorized (in shares) | 30,000 | 30,000 | 30,000 | ||
Par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||
Shares outstanding (in shares) | 0 | 0 | 0 | ||
Share based compensation, decrease | $ (2,455) | $ (6,400) | |||
Shares available for future grant (in shares) | 1,250,244 | ||||
Warrants available to exercise (in shares) | 0 | ||||
Warrants exercised (in shares) | 9,000 | ||||
Warrants, exercise price (in dollars per share) | $ 2.20 | ||||
Performance Shares | |||||
Class of Stock [Line Items] | |||||
Shares issued (in shares) | 265,942 | ||||
Vest based on company's market price percentage | 50% | 100% | |||
Vest based on its Adjusted EBITDA percentage | 50% | ||||
Additional equity compensation expense | $ 164 | ||||
Unrecognized compensation cost | $ 2,135 | ||||
Unrecognized compensation cost, weighted average expected recognition period | 1 year 6 months | ||||
2015 Omnibus Incentive Plan | Revision of Prior Period, Adjustment | |||||
Class of Stock [Line Items] | |||||
Share based compensation, decrease | $ (324) | $ (3,332) | |||
2015 Omnibus Incentive Plan | Maximum | |||||
Class of Stock [Line Items] | |||||
Shares authorized (up to) (in shares) | 5,236,000 | ||||
2015 Omnibus Incentive Plan | Stock options | |||||
Class of Stock [Line Items] | |||||
Expiration period | 10 years | ||||
2015 Omnibus Incentive Plan | Stock options | Maximum | |||||
Class of Stock [Line Items] | |||||
Vesting period | 4 years | ||||
2015 Omnibus Incentive Plan | Stock options | Minimum | |||||
Class of Stock [Line Items] | |||||
Percentage of fair value per share granted (not less than) | 110% | ||||
Percentage of grants owning more than voting stock | 10% | ||||
Vesting period | 1 year | ||||
Stock Option Plans | |||||
Class of Stock [Line Items] | |||||
Options, weighted-average fair value (in dollars per share) | $ 2.14 | ||||
Series A Convertible Preferred Stock | January 1997 | |||||
Class of Stock [Line Items] | |||||
Shares authorized (in shares) | 30,000 | ||||
Par value (in dollars per share) | $ 0.01 | ||||
Liquidation price (in dollars per share) | $ 1 | ||||
Shares outstanding (in shares) | 0 | 0 | 0 |
STOCKHOLDERS_ EQUITY - Schedule
STOCKHOLDERS’ EQUITY - Schedule of Equity Awards and Liability Awards Valuation Assumptions (Details) | 12 Months Ended |
Dec. 31, 2022 $ / shares | |
Valuation assumptions: | |
Expected dividend yield | 0% |
Expected volatility, minimum | 84.59% |
Expected volatility, maximum | 86.92% |
Risk-free interest rate, minimum | 2.76% |
Risk-free interest rate, maximum | 3.07% |
Liability Awards | |
Valuation assumptions: | |
Expected dividend yield | 0% |
Expected volatility, minimum | 82.03% |
Expected volatility, maximum | 82.87% |
Risk-free interest rate, minimum | 0.52% |
Risk-free interest rate, maximum | 4.74% |
Minimum | |
Valuation assumptions: | |
Grant price (in dollars per share) | $ 1.71 |
Exercise price (in dollars per share) | $ 1.71 |
Expected life (in years) | 2 years 11 months 8 days |
Minimum | Liability Awards | |
Valuation assumptions: | |
Exercise price (in dollars per share) | $ 2.68 |
Expected life (in years) | 14 days |
Maximum | |
Valuation assumptions: | |
Grant price (in dollars per share) | $ 2.46 |
Exercise price (in dollars per share) | $ 3.69 |
Expected life (in years) | 3 years 9 months |
Maximum | Liability Awards | |
Valuation assumptions: | |
Exercise price (in dollars per share) | $ 2.87 |
Expected life (in years) | 11 months 15 days |
STOCKHOLDERS' EQUITY - Schedule
STOCKHOLDERS' EQUITY - Schedule of Stock Option Activity (Details) - Stock Option Plans - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Number of Shares Subject to Issuance | |||
Outstanding, beginning balance (in shares) | 496,424 | 637,882 | |
Granted (in shares) | 732,228 | 221,843 | |
Forfeited (in shares) | (108,408) | (3,000) | |
Exercised (in shares) | 0 | (360,301) | |
Outstanding, ending balance (in shares) | 1,120,244 | 496,424 | 637,882 |
Exercisable at end of period (in shares) | 366,460 | ||
Weighted- average Exercise Price | |||
Outstanding, beginning balance (in dollars per share) | $ 6.13 | $ 2.50 | |
Granted (in dollars per share) | 2.14 | 10.38 | |
Forfeited (in dollars per share) | 4.53 | 2.79 | |
Exercised (in dollars per share) | 0 | 2.34 | |
Outstanding, ending balance (in dollars per share) | 3.68 | $ 6.13 | $ 2.50 |
Exercisable at end of period (in dollars per share) | $ 5.35 | ||
Weighted- average Remaining Contractual Term | |||
Outstanding | 3 years 6 months | 3 years 10 days | 2 years 6 months 18 days |
Exercisable at end of period | 1 year 9 months 10 days | ||
Aggregate Intrinsic Value | |||
Outstanding | $ 84 | $ 528 | $ 5,686 |
Exercisable at end of period | $ 84 |
STOCKHOLDERS_ EQUITY - Summary
STOCKHOLDERS’ EQUITY - Summary of Stock Options (Details) | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Options Outstanding | |
Number of Options (in shares) | shares | 1,120,244 |
Weighted- average Remaining Life | 3 years 6 months |
Weighted-average Exercise Price (in dollars per share) | $ 3.68 |
Options Exercisable | |
Number of Options (in shares) | shares | 366,460 |
Weighted-average Exercise Price (in dollars per share) | $ 5.35 |
Exercise Price One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Minimum (in dollars per share) | 1.71 |
Range of Exercise Prices, Maximum (in dollars per share) | $ 3.69 |
Options Outstanding | |
Number of Options (in shares) | shares | 931,809 |
Weighted- average Remaining Life | 4 years 2 months 15 days |
Weighted-average Exercise Price (in dollars per share) | $ 2.29 |
Options Exercisable | |
Number of Options (in shares) | shares | 244,581 |
Weighted-average Exercise Price (in dollars per share) | $ 2.70 |
Exercise Price Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Minimum (in dollars per share) | 8.56 |
Range of Exercise Prices, Maximum (in dollars per share) | $ 11.50 |
Options Outstanding | |
Number of Options (in shares) | shares | 188,435 |
Weighted- average Remaining Life | 3 years 2 months 12 days |
Weighted-average Exercise Price (in dollars per share) | $ 10.56 |
Options Exercisable | |
Number of Options (in shares) | shares | 121,879 |
Weighted-average Exercise Price (in dollars per share) | $ 10.66 |
STOCKHOLDERS' EQUITY - Schedu_2
STOCKHOLDERS' EQUITY - Schedule of Restricted Stock Unit (RSU) and Performance Stock Unit (PSU) Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Restricted Stock Units | ||
Number of Shares | ||
Outstanding, beginning balance (in shares) | 408,376 | 1,754 |
Granted (in shares) | 139,958 | 443,442 |
Forfeited (in shares) | (36,445) | (4,650) |
Vested and Settled in shares (in shares) | (296,997) | (32,170) |
Outstanding, ending balance (in shares) | 214,892 | 408,376 |
Weighted Average Grant Date Fair Value | ||
Outstanding, beginning of period (in dollars per share) | $ 10.43 | $ 11.40 |
Granted (in dollars per share) | 2.23 | 10.30 |
Forfeited (in dollars per share) | 10.35 | 11.50 |
Vested and Settled in shares (in dollars per share) | 8.03 | 8.47 |
Outstanding, end of period (in dollars per share) | $ 8.43 | $ 10.43 |
Performance Stock Units | ||
Number of Shares | ||
Outstanding, beginning balance (in shares) | 228,498 | 265,942 |
Forfeited (in shares) | (50,810) | (37,444) |
Outstanding, ending balance (in shares) | 177,688 | 228,498 |
Weighted Average Grant Date Fair Value | ||
Outstanding, beginning of period (in dollars per share) | $ 7.91 | $ 7.91 |
Granted (in dollars per share) | 7.91 | |
Forfeited (in dollars per share) | 7.91 | |
Outstanding, end of period (in dollars per share) | $ 7.91 | $ 7.91 |
STOCKHOLDERS_ EQUITY - Schedu_2
STOCKHOLDERS’ EQUITY - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | ||
Stock options | $ 382 | $ 4,143 |
Restricted stock units | 1,342 | 1,956 |
Performance stock units | 731 | 301 |
Stock-based compensation expense, total | $ 2,455 | $ 6,400 |
STOCKHOLDERS_ EQUITY - Schedu_3
STOCKHOLDERS’ EQUITY - Schedule of Stock-based Compensation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Share based compensation | $ 2,455 | $ 6,400 |
Selling, general and administrative | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Share based compensation | 1,789 | 5,782 |
Research and development | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Share based compensation | $ 666 | $ 618 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Product Liability Contingency [Line Items] | ||
Rent expense | $ 78,000 | $ 79,000 |
Operating lease, right of use asset | 0 | |
Operating lease, liability | 0 | |
Bonus liability | 2,319,000 | $ 2,870,000 |
2020 Bonus Plan | ||
Product Liability Contingency [Line Items] | ||
Bonus liability | $ 846,000 |
RETIREMENT PLAN (Details)
RETIREMENT PLAN (Details) - Retirement Savings 401k Plan - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Maximum annual contributions | 35% | |
Employer matching contribution, percent of match | 50% | |
Employer matching contribution, percent of employees' gross pay | 6% | |
Matching contributions | $ 118 | $ 98 |