STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION | NOTE 13. STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION Common Stock During the six months ended June 30, 2024, the Company issued 86,996 521,000 86,996 1.70 12.38 During the six months ended June 30, 2024, the Company issued 199 700 7.60 During the six months ended June 30, 2024, 45,000 26,520 18,480 197,000 During the six months ended June 30, 2024, 150,000 59,836 638,000 During the six months ended June 30, 2024, 30,000 17,384 12,616 135,000 During the six months ended June 30, 2024, 50,000 32,452 17,548 187,000 During the six months ended June 30, 2024, the Company issued 57,517 3,872 During the six months ended June 30, 2024, 23,016 Stock Option Plan On September 17, 2007, the Company’s Board of Directors and stockholders adopted the Company’s 2007 Incentive Stock and Awards Plan, which was subsequently amended on November 5, 2008, February 26, 2012, July 18, 2012, May 2, 2013 and September 27, 2013 (as amended, the “2007 Plan”). The 2007 Plan reached its term in September 2017, and we can no longer issue additional awards under this plan, however, options previously issued under the 2007 Plan will remain outstanding until they are exercised, reach their maturity or are otherwise cancelled/forfeited. On June 13, 2017, the Company’s Board of Directors and stockholders adopted the Company’s 2017 Incentive Stock and Awards Plan which was subsequently amended on June 3, 2021 (as amended, the “2017 Plan” together with the 2007 Plan, the “Plans”). As of June 30, 2024, the 2017 Plan provides for the issuance of a maximum of 6,000,000 173,219 Stock Options A summary of stock option activity under the Plans for the six months ended June 30, 2024 is as follows: SCHEDULE OF STOCK OPTION PLAN ACTIVITY Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Options outstanding – January 1, 2024 2,711,317 $ 6.25 Options granted 105,500 $ 10.13 Options exercised (87,696 ) $ 6.02 Options cancelled/forfeited (79,938 ) $ 13.95 Options outstanding – June 30, 2024 2,649,183 $ 6.18 3.62 $ 39,021,000 Options exercisable 2,382,865 $ 5.62 3.03 $ 36,398,000 Options vested and expected to vest 2,612,254 $ 6.10 3.54 $ 38,667,000 The aggregate intrinsic value in the table above represents the total pre-tax amount of the proceeds, net of exercise price, which would have been received by option holders if all option holders had exercised and immediately sold all shares underlying options with an exercise price lower than the market price on June 28, 2024, based on the closing price of the Company’s common stock of $ 20.89 During the six months ended June 30, 2024, the Company granted stock options to certain employees. The stock options were granted with an exercise price equal to the current market price of the Company’s common stock, as reported by the securities exchange on which the common stock was then listed, at the grant date and have contractual terms of ten years. Vesting terms for options granted to employees during the six months ended June 30, 2024 included the following vesting schedule: 25% of the shares subject to the option vest and become exercisable on the first anniversary of the grant date and the remaining 75% of the shares subject to the option vest and become exercisable quarterly in equal installments thereafter over three years The fair value of each option award is estimated on the date of grant using the Black-Scholes-Merton option pricing model. The expected term of options granted to employees and directors was determined in accordance with the “simplified approach,” as the Company has limited, relevant, historical data on employee exercises and post-vesting employment termination behavior. The expected risk-free interest rate is based on the U.S. Treasury yield for a period consistent with the expected term of the option in effect at the time of the grant. The financial statement effect of forfeitures is estimated at the time of grant and revised, if necessary, if the actual effect differs from those estimates. For option grants to employees and directors, the Company assigns a forfeiture factor of 10 The table below illustrates the fair value per share determined using the Black-Scholes-Merton option pricing model with the following assumptions used for valuing options granted to employees: SCHEDULE OF FAIR VALUE ASSUMPTIONS 2024 Weighted-average fair value of options granted $ 6.57 Expected terms (in years) 6.11 Expected volatility 68 % Risk-free interest rate 4.06 4.48 % Dividend yield - The following table summarizes information about stock options outstanding and exercisable at June 30, 2024: SCHEDULE OF STOCK OPTION OUTSTANDING AND EXERCISABLE Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life in Years Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price $ 1.47 1.73 287,852 3.47 $ 1.72 287,852 $ 1.72 $ 2.23 270,000 2.59 $ 2.23 270,000 $ 2.23 $ 2.40 2.60 23,068 2.51 $ 2.58 23,068 $ 2.58 $ 3.95 308,500 1.75 $ 3.95 308,500 $ 3.95 $ 4.49 5.72 99,912 4.97 $ 5.54 97,978 $ 5.53 $ 6.30 285,000 4.64 $ 6.30 285,000 $ 6.30 $ 6.75 7.26 58,406 7.90 $ 6.92 26,566 $ 6.93 $ 7.30 274,500 5.51 $ 7.30 274,500 $ 7.30 $ 7.37 7.79 191,210 3.68 $ 7.50 149,534 $ 7.47 $ 7.87 25.86 850,735 3.27 $ 9.17 659,867 $ 8.14 $ 1.47 25.86 2,649,183 3.62 $ 6.18 2,382,865 $ 5.62 As of June 30, 2024, there was approximately $ 1,723,000 2.85 130,000 256,000 122,000 463,000 The intrinsic value of options exercised during the six months ended June 30, 2024 was $ 694,000 Restricted Stock Units RSU awards are granted subject to certain vesting requirements and other restrictions, including time-based and performance-based vesting criteria. The grant date fair value of the RSUs, which has been determined based upon the market value of the Company’s common stock on the grant date, is expensed over the vesting period of the RSUs. A summary of the Company’s RSU activity and related information for the six months ended June 30, 2024 is as follows: SCHEDULE OF RESTRICTED STOCK UNITS ACTIVITY Number of Shares Weighted Average Grant Date Fair Value RSUs unvested - January 1, 2024 363,029 $ 9.23 RSUs granted 213,081 17.22 RSUs vested (298,016 ) 9.51 RSUs cancelled/forfeited (6,250 ) 8.10 RSUs unvested - June 30, 2024 271,844 $ 15.21 As of June 30, 2024, the total unrecognized compensation expense related to unvested RSUs was approximately $ 3,945,000 2.2 502,000 907,000 122,000 463,000 Performance Stock Units A summary of the Company’s PSU activity and related information for the six months ended June 30, 2024 is as follows: SCHEDULE OF PERFORMANCE STOCK UNITS ACTIVITY Number of Shares Weighted Average Grant Date Fair Value PSUs unvested – January 1, 2024 1,567,913 $ 18.56 PSUs granted - PSUs vested - PSUs cancelled/forfeited - PSUs unvested – June 30, 2024 1,567,913 $ 18.56 As of June 30, 2024, the total unrecognized compensation expense related to unvested PSUs was approximately $ 14,553,000 0.76 3,638,000 7,276,000 5,290,000 6,582,000 Stock-Based Compensation Summary The Company recorded stock-based compensation related to equity instruments granted to employees, directors and consultants as follows: SCHEDULE OF STOCK BASED COMPENSATION GRANTED TO EMPLOYEES, DIRECTORS AND CONSULTANTS 2024 2023 2024 2023 For the Three Months Ended For the Six Months Ended 2024 2023 2024 2023 Employees - selling, general and administrative $ 3,579,000 $ 4,607,000 $ 7,104,000 $ 5,935,000 Employees - research and development 439,000 586,000 878,000 749,000 Directors - selling, general and administrative 214,000 203,000 402,000 328,000 Consultants - selling, general and administrative 39,000 16,000 56,000 33,000 Total $ 4,271,000 $ 5,412,000 $ 8,440,000 $ 7,045,000 |