Stockholders' Equity | Stockholders’ Equity Preferred Stock The total number of shares of preferred stock, $.001 par value, that the Company is authorized to issue is 5,000,000 . The Board of Directors may, without further action by the stockholders, issue a series of preferred stock and fix the rights and preferences of those shares, including the dividend rights, dividend rates, conversion rights, exchange rights, voting rights, terms of redemption, redemption price or prices, liquidation preferences, the number of shares constituting any series and the designation of such series. As of March 31, 2019 and December 31, 2018 there were no shares of preferred stock issued and outstanding. Common Stock The total number of shares of common stock, $0.001 par value, that the Company is authorized to issue is 100,000,000 . The Company issued shares of common stock of 151,737 and 1,079,496 related to exercises of stock options and 420,772 and 1,591,662 related to restricted stock awards in the three months ended March 31, 2019 and the year ended December 31, 2018 , respectively. Stock-Based Compensation The fair value of stock options is estimated on the date of grant using the Black-Scholes option pricing model, based on weighted average assumptions. Expected volatility is based on historical volatility of the Company’s common stock. The risk-free rate is based on the U.S. Treasury yield curve in effect over the expected term at the time of grant. Compensation expense is recognized on a straight-line basis over the requisite service period of the award. The Company uses the simplified method to determine the expected option term since the Company’s stock option exercise experience does not provide a reasonable basis upon which to estimate the expected option term. The Company began granting RSAs to its employees in April 2013. The fair value of RSAs is determined using the fair value of the Company’s common stock on the date of grant. Stock-based compensation expense for RSAs is amortized on a straight-line basis over the requisite service period. RSAs generally vest over a three -year period with 33% vesting at the end of one year and the remaining vesting annually thereafter. The Company began granting PSUs to certain employees in April and July 2018. PSUs are based on a relative Total Shareholder Return (“TSR”) metric over a performance period spanning three years from the grant date of the PSU. PSU awards will vest at the end of the performance period and will be paid immediately in shares of common stock. Stock-based compensation expense for PSUs is amortized on a straight-line basis over the performance period. PSU awards are forfeited if the participant is no longer employed on the third anniversary of the grant date, except in the event of an involuntary termination, death, disability or change in control. The Company estimated the fair value of the PSU awards using a Monte-Carlo simulation model utilizing several key assumptions including expected Company and Russell 2000 Peer Group share price volatility, correlation coefficients between peers, the risk-free rate of return, the expected dividend yield and other award design features. The assumptions used in calculating the fair value of stock-based awards represent the Company’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, the Company’s stock-based compensation expense could be materially different in the future. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period of all awards given by the Company. Stock-based compensation expense includes incremental stock-based compensation expense and is allocated on the condensed consolidated statements of operations and comprehensive income (loss) as follows: Three Months Ended March 31, 2019 2018 Sales and marketing $ 70,175 $ 118,547 Product development and content 1,499,393 1,114,067 General and administrative 855,149 936,311 Total stock-based compensation expense $ 2,424,717 $ 2,168,925 As of March 31, 2019 , there was approximately $1.4 million , $10.6 million and $1.3 million of total unrecognized compensation cost which is expected to be recognized over a weighted-average vesting period of approximately of 1.0 year , 1.7 years and 2.1 years relating to stock options, RSAs and PSUs, respectively. Stock Compensation Plans 2018 Omnibus Incentive Plan On June 1, 2018, the Company’s stockholders approved the 2018 Omnibus Incentive Plan (the “2018 Plan”), providing for the issuance of up to 8.8 million shares of the Company’s common stock, including approximately 0.3 million shares previously approved by the Company’s stockholders under the Company’s Amended and Restated 2012 Omnibus Incentive Plan (the “2012 Plan”), minus one share of common stock for every one share of common stock that was subject to an option granted after April 9, 2018 but before June 1, 2018 under the 2012 Plan, plus an additional number of shares of common stock equal to the number of options previously granted under the 2012 Plan and the Amended and Restated 2006 Stock Incentive Plan (the “2006 Stock Plan”) that either terminate, expire, or are forfeited after April 9, 2018 and any restricted stock awards that either terminate, expire, or are forfeited equal to the number of awards granted under the 2012 Plan and 2006 Stock Plan multiplied by the fungible ratio of 1.4 . As of March 31, 2019 , there were approximately 6.7 million shares of common stock available for grant. Restricted Stock Awards Under 2018 Plan A summary of RSA activity under the 2018 Plan during the three months ended March 31, 2019 is as follows: RSAs Number of RSAs Weighted-Average Stock Price Outstanding at December 31, 2018 1,677,227 $ 4.18 Granted 597,016 5.55 Vested — — Forfeited or expired (20,736 ) 4.36 Outstanding and unvested at March 31, 2019 2,253,507 $ 4.54 Shares are forfeited if not vested within three years from the date of grant and vest in three equal annual increments. The Company recorded stock-based compensation expense related to RSAs under the 2018 Plan of approximately $1.0 million for the three months ended March 31, 2019 . Performance Share Awards Under 2018 Omnibus Incentive Plan PSU share payouts range from a threshold of 33% to a maximum of 170% based on the relative ranking of the Company’s TSR as compared to the TSR of the companies in the Russell 2000 Peer Group. The PSU award stipulates certain limitations to the payout in the event the payout reaches a defined ceiling level or the Company’s TSR is negative. The Company estimated the fair value of the PSU awards using a Monte-Carlo simulation model utilizing several key assumptions including expected Company and Russell 2000 Peer Group share price volatility, correlation coefficients between peers, the risk-free rate of return, the expected dividend yield and other award design features. A summary of PSU awards under the 2018 Plan during the three months ended March 31, 2019 is as follows: PSUs Number of Weighted-Average Outstanding at December 31, 2018 60,000 $ 4.65 Granted — — Vested — — Forfeited or expired — — Outstanding at March 31, 2019 60,000 $ 4.65 The Company recorded stock-based compensation expense related to PSUs under the 2018 Plan of approximately $0.02 million for the three months ended March 31, 2019 . Amended and Restated 2012 Omnibus Incentive Plan On December 16, 2016, the Company’s stockholders approved the 2012 Plan, providing for the issuance of up to 10.5 million shares of the Company’s common stock, including approximately 2.1 million shares previously approved by the Company’s stockholders under the Company’s 2006 Stock Plan, less one share of common stock for every one share of common stock that was subject to an option or other award granted after December 31, 2011 under the 2006 Stock Plan, plus an additional number of shares of common stock equal to the number of shares previously granted under the 2006 Stock Plan that either terminate, expire, or are forfeited after December 31, 2011. As of June 1, 2018, grants are no longer issued from the 2012 Plan. A summary of stock option activity under the 2012 Plan during the three months ended March 31, 2019 is as follows: Options Number of Stock Options Weighted- Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding at December 31, 2018 2,447,315 $ 3.27 Granted — — Exercised (102,570 ) 4.33 Forfeited or expired — — Outstanding at March 31, 2019 2,344,745 $ 3.23 6.8 $ 4,293,707 Exercisable at March 31, 2019 1,915,849 $ 2.97 6.5 $ 3,992,364 The total intrinsic values of options exercised under the 2012 Plan were $0.2 million during the three months ended March 31, 2019 . No options under the 2012 Plan were exercised during the three months ended March 31, 2018 . The Company recorded stock-based compensation expense related to options under the 2012 Plan of approximately $0.3 million and $0.4 million for the three months ended March 31, 2019 and 2018 , respectively. Restricted Stock Awards Under Amended and Restated 2012 Omnibus Incentive Plan A summary of RSA activity under the 2012 Plan during the three months ended March 31, 2019 is as follows: RSAs Number of RSAs Weighted-Average Stock Price Outstanding at December 31, 2018 1,166,535 $ 3.58 Granted — — Vested (386,498 ) 2.53 Forfeited or expired (4,933 ) 3.86 Outstanding and unvested at March 31, 2019 775,104 $ 4.11 Shares are forfeited if not vested within three years from the date of grant and vest in three equal annual increments. The Company recorded stock-based compensation expense related to RSAs under the 2012 Plan of approximately $0.7 million and $1.2 million for the three months ended March 31, 2019 and 2018 , respectively. Performance Share Awards Under Amended and Restated 2012 Omnibus Incentive Plan PSU share payouts range from a threshold of 33% to a maximum of 170% based on the relative ranking of the Company’s TSR as compared to the TSR of the companies in the Russell 2000 Peer Group. The PSU award stipulates certain limitations to the payout in the event the payout reaches a defined ceiling level or the Company’s TSR is negative. The Company estimated the fair value of the PSU awards using a Monte-Carlo simulation model utilizing several key assumptions including expected Company and Russell 2000 Peer Group share price volatility, correlation coefficients between peers, the risk-free rate of return, the expected dividend yield and other award design features. A summary of PSU awards under the 2012 Plan during the three months ended March 31, 2019 is as follows: PSUs Number of Weighted-Average Outstanding at December 31, 2018 550,000 $ 2.94 Granted — — Vested — — Forfeited or expired — — Outstanding at March 31, 2019 550,000 $ 2.94 The Company recorded stock-based compensation expense related to PSUs under the 2012 Plan of approximately $0.1 million for the three months ended March 31, 2019 , respectively. Amended and Restated 2006 Stock Incentive Plan On June 27, 2007, the Company’s stockholders approved the 2006 Stock Plan, providing for the issuance of up to 3.7 million shares of common stock plus an additional number of shares of common stock equal to the number of shares previously granted under the 1998 Stock Option Plan that either terminate, expire, or lapse after the date of the Board of Directors’ approval of the 2006 Stock Plan. All options granted and outstanding have been fully expensed prior to 2016. A summary of stock option activity under the 2006 Stock Plan during the three months ended March 31, 2019 is as follows: Options Number of Stock Options Weighted- Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding at December 31, 2018 1,074,411 $ 4.00 Granted — — Exercised (22,500 ) 3.78 Forfeited or expired — — Outstanding at March 31, 2019 1,051,911 $ 4.00 2.5 $ 1,101,536 Exercisable at March 31, 2019 1,007,732 $ 4.02 2.6 $ 1,042,778 The total intrinsic values of options exercised under the 2006 Stock Plan were $0.04 million during the three months ended March 31, 2019 . No options under the 2006 Stock Plan were exercised during the three months ended March 31, 2018 . Amended and Restated 2016 Inducement Omnibus Incentive Plan On October 3, 2016, in connection with the closing of the acquisition of Skout, the Company’s Board of Directors adopted the 2016 Inducement Omnibus Incentive Plan in accordance with NASDAQ Listing Rule 5635(c)(4). At the closing of the acquisition of Skout, the Company granted stock options to purchase an aggregate of up to 355,000 shares of its common stock to 25 former Skout employees as an inducement material to becoming non-executive employees of the Company. On February 27, 2017, the Company amended and restated the 2016 Inducement Omnibus Incentive Plan (as so amended and restated, the “2016 Stock Plan”) and authorized an additional 2,000,000 shares of common stock under the 2016 Stock Plan. At the closing of the if(we) Acquisition, the Company granted options to purchase an aggregate of up to 75,000 shares of its common stock and restricted stock awards representing an aggregate of 717,500 shares of common stock to 83 former if(we) employees as an inducement material to becoming non-executive employees of the Company. At the closing of the Lovoo Acquisition, the Company granted restricted stock awards representing an aggregate of 531,500 shares of common stock to 96 former Lovoo employees as an inducement material to becoming non-executive employees of the Company. Options Under The 2016 Stock Plan A summary of stock option activity under the 2016 Stock Plan during the three months ended March 31, 2019 is as follows: Options Number of Stock Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding at December 31, 2018 444,168 $ 5.10 Granted — — Exercised (26,667 ) 5.69 Forfeited or expired (97,501 ) 5.02 Outstanding at March 31, 2019 320,000 $ 5.07 7.8 $ 50,000 Exercisable at March 31, 2019 213,333 $ 5.07 7.8 $ 33,333 The total intrinsic values of options exercised under the 2016 Stock Plan were $0.01 million during the three months ended March 31, 2019 . No options under the 2006 Stock Plan were exercised during the three months ended March 31, 2018 . The Company recorded stock-based compensation expense related to options under the 2016 Stock Plan of approximately $0.1 million and $0.2 million for the three months ended March 31, 2019 and 2018 , respectively. Restricted Stock Awards Under The 2016 Stock Plan A summary of RSA activity under the 2016 Stock Plan during the three months ended March 31, 2019 is as follows: RSAs Number of RSAs Weighted-Average Stock Price Outstanding at December 31, 2018 474,686 $ 4.25 Granted — — Vested (50,000 ) 4.83 Forfeited or expired (29,000 ) 4.17 Outstanding and unvested at March 31, 2019 395,686 $ 4.18 Shares are forfeited if not vested within three years from the date of grant, and vest in three equal annual increments. The Company recorded stock-based compensation expense related to RSAs under the 2016 Stock Plan of approximately $0.2 million and $0.4 million for the three months ended March 31, 2019 and 2018 , respectively. |