Stock Acquisition Rights, Stock Options and Warrants | 9. Stock Acquisition Rights, Stock Options and Warrants The Company established the 2014 Stock Plan (the “2014 Stock Plan”) to attract, retain and reward individuals who contribute to the achievement of the Company’s goals and objectives. This 2014 Stock Plan superseded previous stock plans. The Board has reserved 5,027,201 shares of common stock for issuance under the 2014 Stock Plan as of June 31, 2021, of which 1,435,468 shares are available for future issuance. Historically, the number of shares reserved under the 2014 Stock Plan were increased, based on Board approval, each January 1 through January 1, 2021 by an amount equal to the lesser of (i) 5 % of the number of shares of common stock issued and outstanding on the immediately preceding December 31 or (ii) a lesser amount determined by the Board (the “evergreen provision”). Effective January 1, 2021, the Board elected to increase the shares authorized under the 2014 Stock Plan by 879,216 shares, which represented 5 % of the of the Company’s common stock issued and outstanding as of December 31, 2020. On June 14, 2021, the Compensation Committee of the Board approved Amendment No. 1 to 2014 Stock Plan to eliminate the evergreen provision for all future years (i.e., January 1, 2022 through January 1, 2024). Restricted Stock and Restricted Stock Units A summary of non-vested restricted stock activity for the three months ended June 30, 2021 is as follows: Weighted Average Restricted Grant Day Stock Fair Value Non-vested restricted stock outstanding at March 31, 2021 475,759 $ 42.48 Granted 270,802 48.12 Vested ( 75,011 ) ( 42.10 ) Forfeited ( 31,677 ) ( 44.86 ) Non-vested restricted stock outstanding at June 30, 2021 639,873 $ 44.79 The Company recognizes compensation expense for restricted stock on a straight-line basis over the explicit vesting period. Vested restricted stock units are settled and issuable upon the earlier of the date the employee ceases to be an employee of the Company or a date certain in the future. Stock compensation expense related to restricted stock was approximately $ 2.6 million for the three months ended June 30 , 2021 of which 2.3 million are included in general and administrative expenses, $ 0.2 million in product and development and the remainder of $ 0.1 million in sales and support expenses reported in the Consolidated Statement of Operations. Stock compensation expense related to restricted stock was approximately $ 1.7 million for the three months ended June 30 , 2020 of which $ 1.6 million are included in general and administrative expenses, $ 0.1 million in product and development and the remainder of the expense, $ 41,000 , in sales and support reported in the Consolidated Statement of Operations. At June 30, 2021, there was $ 22.7 million of unvested compensation expense for restricted stock, which is expected to be recognized over a weighted average period of 3.0 years. Performance Stock Units A summary of the performance stock unit activity for the three months ended June 30, 2021 is as follows: Weighted Average Performance Grant Day Stock Fair Value Performance stock outstanding at March 31, 2021 75,049 $ 58.65 Granted — — Vested — — Forfeited/cancelled — — Performance stock outstanding at June 30, 2021 75,049 $ 58.65 CEO Performance Units Cumulative Spectrum Proceeds Monetized On December 31, 2020, the Compensation Committee awarded performance-based restricted units to the Company’s President and Chief Executive Officer (“CEO”) as part of the Succession Plan, (the “CEO Performance Units”). The performance-based restricted units will vest on a determination date of June 24, 2024 (“Determination Date”) (unless sooner triggered by an earlier involuntary termination), based on Cumulative Spectrum Proceeds Monetized (“CSPM”) metric over a four-year measurement period commencing on June 24, 2020, with 15,025 units vesting if the minimum CSPM level is achieved, 30,049 units vesting if the target CSPM metric is achieved and up to 60,098 vesting if the maximum CSPM metric is achieved. The Company recorded approximately $ 0.1 million of stock compensation expense included in general and administrative expenses reported in the Consolidated Statements of Operations relating to the CEO Performance Units - CSPM for the quarter ended June 30, 2021. As of June 30, 2021, there was approximately $ 1.0 million of unvested compensation expense for the outstanding performance-based restricted stock units related to the December 31, 2020 CEO Performance Units, which is expected to be recognized over a weighted average period of 3.24 years. Total Stockholder Return On February 1, 2021, the Compensation Committee awarded performance-based restricted units to the President and Chief Executive Officer based on Total Stockholder Return metrics (“TSR Performance Units”). The performance-based restricted units will vest upon continued service and achievement of certain stock price levels calculated using a four-year compound annual growth rate and based on the average closing bid price per share of the Company’s common stock measured over a sixty-trading day period (“Stock Price Levels”). Shares will vest in a range of 25 % to 350 % of the 45,000 target reported units based on achieving specified Stock Price Levels. The vesting end measurement date is February 1, 2025, with earlier vesting determination dates upon a change in control of the Company, involuntary termination of the CEO or twelve months following the achievement of the maximum stock price level. If after February 1, 2023, the CEO achieves a Stock Price Level, there will be a vesting determination date the earlier of twelve months thereafter or February 1, 2025. The Company recorded approximately $ 0.2 million of stock compensation expense relating to the TSR Performance Units for the quarter ended June 30, 2021 included in general and administrative expenses reported in the Consolidated Statements of Operations. As of June 30, 2021, there was approximately $ 2.9 million of unvested compensation expense for the outstanding performance-based restricted stock units related to the February 1, 2021 TSR Performance Units, which is expected to be recognized over a weighted average period of 3.68 years. Stock Options A summary of stock option activity for the three months ended June 30, 2021 is as follows: Options Weighted Average Exercise Price Options outstanding at March 31, 2021 1,663,223 $ 24.96 Options granted — — Options exercised ( 315,937 ) ( 20.80 ) Options forfeited/expired — — Options outstanding at June 30, 2021 1,347,286 $ 25.93 There were no stock options granted for the three months ended June 30, 2021. In May 2021, the Company reacquired 20,132 shares when a participant surrendered already-owned shares of the Company’s common stock to cover the exercise price of an outstanding stock option exercised by the participant. The 20,132 shares surrendered are constructively retired by the Company as of June 30, 2021 which resulted in the reduction of approximately $ 1.0 million in additional paid in capital in the Consolidated Statement of Stockholders’ Equity. For the three months ended June 30, 2021 and 2020, stock compensation expense related to the amortization of the fair value of stock options issued was approximately $ 0.4 million and $ 0.2 million, respectively, and is included in general and administrative expenses reported in the Consolidated Statements of Operations. As of June 30, 2021, there was approximately $ 1.5 million of unrecognized compensation expense related to non-vested stock options granted under the Company’s stock option plans which is expected to be recognized over a weighted-average period of 1.6 years. Performance Stock Options A summary of the performance stock options as of June 30, 2021 is as follows: Performance Options Weighted Average Exercise Price Performance Options outstanding at March 31, 2021 48,417 $ 46.85 Performance Options granted — — Performance Options exercised ( 6,635 ) ( 46.85 ) Performance Options forfeited/expired — — Performance Options outstanding at June 30, 2021 41,782 $ 46.85 There were no performance stock options granted for the three months ended June 30, 2021. Motorola Investment On September 15, 2014, Motorola invested $ 10.0 million to purchase 500,000 Class B Units of the Company’s subsidiary, PDV Spectrum Holding Company, LLC (at a price equal to $ 20.00 per unit). The Company owns 100 % of the Class A Units in this subsidiary. Motorola has the right at any time to convert its 500,000 Class B Units into 500,000 shares of the Company’s common stock. The Company also has the right to force Motorola’s conversion of these Class B Units into shares of its common stock at its election. Motorola is not entitled to any assets, profits or distributions from the operations of the subsidiary. In addition, Motorola’s conversion ratio from Class B Units to shares of the Company’s common stock is fixed on a one -for-one basis, and is not dependent on the performance or valuation of either the Company or the subsidiary. The Class B Units have no redemption or call provisions and can only be converted into shares of the Company’s common stock. Management has determined that this investment does not meet the criteria for temporary equity or non-controlling interest due to the limited rights that Motorola has as a holder of Class B Units, and accordingly has presented this investment as part of its permanent equity within Additional Paid-in Capital in the accompanying consolidated financial statements. |