I. STOCK OPTIONS, RESTRCTED STOCK UNITS AND STOCK BASED COMPENSATION | In October 2005, the Company's board of directors adopted, and on April 25, 2006, the Companys stockholders approved, the 2005 Long-Term Incentive Plan (the 2005 Plan), covering 2,500,000 shares of common stock. The 2005 Plan provides for the grant of incentive and non-qualified options, stock grants, stock appreciation rights and other equity-based incentives to employees, including officers, consultants and directors for a period of ten years, which expired in October 2015. The 2005 Plan is to be administered by a committee of independent directors. In the absence of a committee, the plan is administered by the board of directors. Options intended to be incentive stock options must be granted at an exercise price per share which is not less than the fair market value of the common stock on the date of grant and may have a term which is not longer than ten years. If the option holder holds at least 10% of the Companys common stock, the exercise price must be at least 110% of the fair market value on the date of grant and the term of the option cannot exceed five years. Stock-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense over the requisite service period, which generally represents the vesting period, and includes an estimate of awards that will be forfeited. The fair value of stock-based awards to employees is calculated using the Black-Scholes option pricing model. The Black-Scholes model requires subjective assumptions, including future stock price volatility and expected time to exercise, which greatly affect the calculated values. The expected term of the option has been estimated using the simplified method as provided in Securities Exchange Commission Staff Accounting Bulletin No. 107, for plans with insufficient exercise experience. Under this method, the expected term equals the arithmetic average of the vesting term and the contractual term of the option. The risk-free rate is based on the U.S. Treasury rates in effect during the corresponding period of grant. The expected volatility is based on the historical volatility of the Companys stock price. These factors could change in the future, which would affect fair values of stock options granted in such future periods, and could cause volatility in the total amount of the stock-based compensation expense reported in future periods. The 2005 Plan stock options activity and status for the years ended October 31, 2015 and 2014 was as follows: Year ended October 31, 2015 2014 Weighted- Weighted- Number of Average Option Number of Average Option Shares Exercise Price Shares Exercise Price Outstanding at beginning of year 1,100,000 $ 0.7985 1,170,000 $ 0.6831 Granted 80,000 $ 1.2800 80,000 $ 2.0500 Exercised (255,000 ) $ 0.6763 (100,000 ) 0.4830 Expired and/or forfeited (25,000 ) $ 0.7300 (50,000 ) $ 0.7300 Total outstanding at end of year 900,000 $ 0.8779 1,100,000 $ 0.7985 Outstanding exercisable stock options at end of year 860,000 $ 0.8592 763,324 $ 0.7614 October 31, 2015 October 31, 2014 Weighted average remaining years in contractual life for: Total outstanding options 1.7 years 2.4 years Outstanding exercisable options 1.6 years 2.3 years Shares of common stock available for issuance pursuant to future stock option grants - 1,300,000 The following weighted average assumptions were used to estimate the fair value of stock options granted for the years ended October 31, 2015 and 2014: Year ended October 31, 2015 2014 Expected dividend yield 0.0 % 0.0 % Expected stock price volatility 61.8 % 54.6 % Risk free interest rate 1.0 % 0.8 % Expected life of options 3.2 years 3.2 years Weighted average fair value of options granted $ 0.5465 $ 0.7806 As of October 31, 2015, estimated stock based compensation expense to be recognized in future periods for granted nonvested stock options amounted to approximately $20,300. These nonvested stock options compensation expense will be recognized in a weighted average period of approximately 0.7 years. As of October 31, 2015 and 2014, the aggregate intrinsic value of options outstanding was approximately $165,000 and $571,000, respectively. The aggregate intrinsic value represents the difference between the Companys stock price at year end and the exercise price, multiplied by the number of in-the money options had all option holders exercised their options. This amount changes based on the fair market value of the Companys stock. During the years ended October 31, 2015 and 2014, 255,000 and 100,000 stock options were exercised on a cashless basis, resulting on the net issuance of 120,066 and 76,013 common shares, respectively. During the year ended October 31, 2014, some employees were awarded 49,391 restricted stock units for the aggregate amount at grant date of $100,000. The restricted stock units are subject to future service and vest approximately one third per year. The average grant date fair values of these restricted stock units was $2.02 per share unit. Stock based compensation expense related to these restricted stock units was approximately $33,300 and $27,800 for the years ended October 31, 2015 and 2014, respectively. During the year ended October 31, 2015, pursuant to the restricted units agreements, vested units were issued for an aggregate amount of 16,447 shares. As of October 31, 2015, there were approximately $38,900 of unrecognized compensation costs related to nonvested restricted stock units, which are expected to be recognized over a weighted average period of 1.2 years The following table presents the total stock-based compensation included in the Companys consolidated statement of income and the effect in earnings per share: Year ended October 31, 2015 2014 Stock-based compensation expense: Cost of services $ 2,482 $ 10,018 Selling, general and administrative 84,637 84,382 Stock-based compensation before tax 87,119 94,400 Income tax benefit - - Net stock-based compensation expense $ 87,119 $ 94,400 Effect on earnings per share: Basic earnings per share $ (0.004 ) $ (0.004 ) Diluted earnings per share $ (0.004 ) $ (0.004 ) Because the 2005 Long-Term Incentive Plan was for a term of ten years, which expired in October 2015, on March 31, 2014, the Company's board of directors adopted, and on April 30, 2014, the Companys stockholders approved, the 2014 Long-Term Incentive Plan (the 2014 Plan), covering 2,300,000 shares of common stock. The 2014 Plan provisions are similar to those of the 2005 Plan. As of October 31, 2015, no awards have been granted under the 2014 Plan. |