STOCK-BASED COMPENSATION | 7. STOCK-BASED COMPENSATION We account for stock-based compensation in accordance with ASC 718-10, Share Based Payment Transactions With the sale of our B2B business, the Company’s Board of Directors accelerated the vesting of all outstanding stock options and restricted stock units as of the close of the sale, or February 14, 2019, under a change of control clause. As a result, there was no stock-based compensation expense during the three months ended June 30, 2019. Stock-based compensation expense recognized in the Company’s Condensed Consolidated Statements of Operations for the three months ended June 30, 2018 includes compensation expense for all share-based payment awards based upon the estimated grant date fair value. The Company recognizes compensation expense for share-based payment awards on a straight-line basis over the requisite service period of the award. As stock-based compensation expense recognized in the period ended June 30, 2018 was based upon awards ultimately expected to vest, it was reduced for estimated forfeitures. The Company estimated forfeitures at the time of grant which are revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company estimates the value of stock option awards on the date of grant using the Black-Scholes option-pricing model. This determination is affected by the Company’s stock price as well as assumptions regarding expected volatility, risk-free interest rate and expected dividends. Because option-pricing models require the use of subjective assumptions, changes in these assumptions can materially affect the fair value of the options. The assumptions presented in the table below represent the weighted-average value of the applicable assumption used to value stock option awards at their grant date. In determining the volatility assumption, the Company used a historical analysis of the volatility of the Company’s share price for the preceding period equal to the expected option lives. The expected option lives, which represent the period of time that options granted are expected to be outstanding, were estimated based upon the “simplified” method for “plain-vanilla” options. The risk-free interest rate assumption was based upon observed interest rates appropriate for the term of the Company’s stock option awards. The dividend yield assumption was based on the history and expectation of future dividend payouts. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service period. The Company’s estimate of pre-vesting forfeitures is primarily based on historical experience and is adjusted to reflect actual forfeitures as the options vest. There were no options granted during the three months ended June 30, 2019. The weighted-average grant date fair value per share of stock option awards granted during the three months ended June 30, 2018 was $6.94 using the Black-Scholes model with the following weighted-average assumptions: Expected option lives 4.0 years Expected volatility 45.22 % Risk-free interest rate 2.78 % Expected dividend yield 0.00 % The value of each restricted stock unit awarded is equal to the closing price per share of the Company’s Common Stock on the date of grant. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods. There were no restricted stock units awarded during the three months ended June 30, 2019. The weighted-average grant date fair value per share of restricted stock units granted during the three months ended June 30, 2018 was $18.00. At the Company’s May 2018 Board of Directors meeting, the number of shares available for grant was increased by 520 thousand shares. As of June 30, 2019, there remained approximately 344 thousand shares available for future awards under the Company’s 2007 Performance Incentive Plan (the “2007 Plan”). In connection with awards under both the 2007 Plan and awards issued outside of the 2007 Plan as inducement grants to new hires, the Company recorded no noncash compensation expense during the three months ended June 30, 2019 and $578 thousand of stock-based compensation for the three-month period ended June 30, 2018. A summary of the activity of the 2007 Plan and awards issued outside of the 2007 Plan pertaining to stock option grants is as follows: Shares Weighted Aggregate Weighted Awards outstanding at March 31, 2019 210,398 $ 12.82 Options granted — $ — Options exercised (204,148 ) $ 12.56 Options forfeited — $ — Options expired (4,250 ) $ 22.00 Awards outstanding at June 30, 2019 2,000 $ 20.25 $ 8 1.32 Awards outstanding, vested and expected to vest at June 30, 2019 2,000 $ 20.25 $ 8 1.32 Awards exercisable at June 30, 2019 2,000 $ 20.25 $ 8 1.32 During the three months ended June 30, 2019, there were no grants of restricted stock units made under the 2007 Plan, nor were there any unvested stock option or restricted stock option awards. For the three months ended June 30, 2018, the total fair value of stock option awards vested was approximately $126 thousand. For the three months ended June 30, 2019 and 2018, the total intrinsic value of options exercised was approximately $2.2 million and $0, respectively (there were no options exercised during the three months ended June 30, 2018), yielding approximately $2.6 million of cash proceeds to the Company. For the three months ended June 30, 2019 and 2018, there were approximately 0 and 10,000 stock options granted. For the three months ended June 30, 2019 and 2018, there was approximately 0 and 202 thousand restricted stock units granted. For the three months ended June 30, 2019 and 2018, approximately 0 and 42 thousand shares were issued under restricted stock unit grants. For the three months ended June 30, 2019 and 2018, the total intrinsic value of restricted stock units that vested was approximately $0 and $75 thousand, respectively. As of June 30, 2019 and 2018, the total intrinsic value of awards outstanding was approximately $8 thousand and $10.2 million, respectively. As of June 30, 2019, there was no unrecognized stock-based compensation expense remaining to be recognized. |