AudioEye (AEYE) 10-Q 2 Nov 23 2023 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2023	Oct. 27, 2023
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
Entity File Number	001-38640
Entity Registrant Name	AudioEye, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	20-2939845
Entity Address, Postal Zip Code	85711
Entity Address, Address Line One	5210 East Williams Circle
Entity Address, Address Line Two	Suite 750
Entity Address, City or Town	Tucson
Entity Address, State or Province	AZ
City Area Code	866
Local Phone Number	331-5324
Title of 12(b) Security	Common Stock, par value $0.00001 per share
Trading Symbol	AEYE
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		11,888,851
Entity Central Index Key	0001362190
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false

BALANCE SHEETS

BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash	$ 3,274	$ 6,904
Accounts receivable, net of allowance for doubtful accounts of $484 and $468, respectively	4,409	5,418
Prepaid expenses and other current assets	660	644
Total current assets	8,343	12,966
Property and equipment, net of accumulated depreciation of $272 and $254, respectively	241	161
Right of use assets	691	1,154
Intangible assets, net of accumulated amortization of $7,044 and $5,978, respectively	5,874	6,041
Goodwill	4,001	4,001
Other	104	105
Total assets	19,254	24,428
Current liabilities:
Accounts payable and accrued expenses	2,113	2,452
Operating lease liabilities	374	468
Finance lease liabilities	14	38
Deferred revenue	6,358	7,125
Contingent consideration	2,157	979
Total current liabilities	11,016	11,062
Long term liabilities:
Operating lease liabilities	463	745
Finance lease liabilities		7
Deferred revenue	12	73
Contingent consideration, long term		1,952
Total liabilities	11,491	13,839
Stockholders' equity:
Preferred stock, $0.00001 par value, 10,000 shares authorized
Common stock, $0.00001 par value, 50,000 shares authorized, 11,876 and 11,551 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively	1	1
Additional paid-in capital	95,583	93,070
Accumulated deficit	(87,821)	(82,482)
Total stockholders' equity	7,763	10,589
Total liabilities and stockholders' equity	$ 19,254	$ 24,428

BALANCE SHEETS (Parenthetical)

BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
BALANCE SHEETS
Allowance for doubtful accounts	$ 484	$ 468
Property and equipment, accumulated depreciation	272	254
Intangible assets, accumulated amortization	$ 7,044	$ 5,978
Preferred stock, par value (in dollars per share)	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	10,000	10,000
Common stock, par value (in dollars per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized	50,000	50,000
Common stock, shares issued	11,876	11,551
Common stock, shares outstanding	11,876	11,551

STATEMENTS OF OPERATIONS

STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
STATEMENTS OF OPERATIONS
Revenue	$ 7,838	$ 7,700	$ 23,446	$ 22,175
Cost of revenue	1,788	1,923	5,277	5,474
Gross profit	6,050	5,777	18,169	16,701
Operating expenses:
Selling and marketing	2,891	3,351	9,387	10,502
Research and development	1,955	1,542	5,734	4,477
General and administrative	2,594	3,166	8,520	10,227
Total operating expenses	7,440	8,059	23,641	25,206
Operating loss	(1,390)	(2,282)	(5,472)	(8,505)
Other income (expense):
Interest income (expense), net	35	(1)	133	(4)
Net loss	$ (1,355)	$ (2,283)	$ (5,339)	$ (8,509)
Net loss per common share-basic (in dollars per share)	$ (0.11)	$ (0.20)	$ (0.46)	$ (0.74)
Net loss per common share-diluted (in dollars per share)	$ (0.11)	$ (0.20)	$ (0.46)	$ (0.74)
Weighted average common shares outstanding-basic (in shares)	11,822	11,458	11,733	11,464
Weighted average common shares outstanding-diluted (in shares)	11,822	11,458	11,733	11,464

STATEMENTS OF STOCKHOLDERS' EQU

STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands	Common stock	Additional Paid in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2021	$ 1	$ 88,889	$ (71,293)	$ 17,597
Balance (in shares) at Dec. 31, 2021	11,435
Common stock issued upon settlement of restricted stock units (in shares)	35
Issuance of common stock for services (in shares)	8
Surrender of stock to cover tax liability on settlement of employee stock-based awards		(25)		(25)
Surrender of stock to cover tax liability on settlement of employee stock-based awards (in shares)	(4)
Stock-based compensation		1,145		1,145
Net loss			(3,616)	(3,616)
Balance at Mar. 31, 2022	$ 1	90,009	(74,909)	15,101
Balance (in shares) at Mar. 31, 2022	11,474
Balance at Dec. 31, 2021	$ 1	88,889	(71,293)	17,597
Balance (in shares) at Dec. 31, 2021	11,435
Net loss				(8,509)
Balance at Sep. 30, 2022	$ 1	92,091	(80,558)	11,534
Balance (in shares) at Sep. 30, 2022	11,493
Balance at Mar. 31, 2022	$ 1	90,009	(74,909)	15,101
Balance (in shares) at Mar. 31, 2022	11,474
Common stock issued upon settlement of restricted stock units (in shares)	103
Issuance of common stock for services (in shares)	11
Surrender of stock to cover tax liability on settlement of employee stock-based awards		(133)		(133)
Surrender of stock to cover tax liability on settlement of employee stock-based awards (in shares)	(28)
Common stock repurchased for retirement			(410)	(410)
Common stock repurchased for retirement (in shares)	(79)
Stock-based compensation		1,041		1,041
Net loss			(2,610)	(2,610)
Balance at Jun. 30, 2022	$ 1	90,917	(77,929)	12,989
Balance (in shares) at Jun. 30, 2022	11,481
Common stock issued upon settlement of restricted stock units (in shares)	83
Issuance of common stock for services (in shares)	11
Surrender of stock to cover tax liability on settlement of employee stock-based awards		(134)		(134)
Surrender of stock to cover tax liability on settlement of employee stock-based awards (in shares)	(22)
Common stock repurchased for retirement			(346)	(346)
Common stock repurchased for retirement (in shares)	(60)
Stock-based compensation		1,308		1,308
Net loss			(2,283)	(2,283)
Balance at Sep. 30, 2022	$ 1	92,091	(80,558)	11,534
Balance (in shares) at Sep. 30, 2022	11,493
Balance at Dec. 31, 2022	$ 1	93,070	(82,482)	10,589
Balance (in shares) at Dec. 31, 2022	11,551
Common stock issued upon settlement of restricted stock units (in shares)	192
Issuance of common stock for services (in shares)	10
Surrender of stock to cover tax liability on settlement of employee stock-based awards		(258)		(258)
Surrender of stock to cover tax liability on settlement of employee stock-based awards (in shares)	(56)
Stock-based compensation		1,118		1,118
Net loss			(2,011)	(2,011)
Balance at Mar. 31, 2023	$ 1	93,930	(84,493)	9,438
Balance (in shares) at Mar. 31, 2023	11,697
Balance at Dec. 31, 2022	$ 1	93,070	(82,482)	10,589
Balance (in shares) at Dec. 31, 2022	11,551
Net loss				(5,339)
Balance at Sep. 30, 2023	$ 1	95,583	(87,821)	7,763
Balance (in shares) at Sep. 30, 2023	11,876
Balance at Mar. 31, 2023	$ 1	93,930	(84,493)	9,438
Balance (in shares) at Mar. 31, 2023	11,697
Common stock issued upon settlement of restricted stock units (in shares)	108
Issuance of common stock for services (in shares)	14
Common stock issued pursuant to employee stock purchase plan		36		36
Common stock issued pursuant to employee stock purchase plan (in shares)	9
Surrender of stock to cover tax liability on settlement of employee stock-based awards		(188)		(188)
Surrender of stock to cover tax liability on settlement of employee stock-based awards (in shares)	(31)
Stock-based compensation		1,031		1,031
Net loss			(1,973)	(1,973)
Balance at Jun. 30, 2023	$ 1	94,809	(86,466)	8,344
Balance (in shares) at Jun. 30, 2023	11,797
Common stock issued upon settlement of restricted stock units (in shares)	94
Issuance of common stock for services (in shares)	8
Surrender of stock to cover tax liability on settlement of employee stock-based awards		(112)		(112)
Surrender of stock to cover tax liability on settlement of employee stock-based awards (in shares)	(23)
Stock-based compensation		886		886
Net loss			(1,355)	(1,355)
Balance at Sep. 30, 2023	$ 1	$ 95,583	$ (87,821)	$ 7,763
Balance (in shares) at Sep. 30, 2023	11,876

STATEMENTS OF CASH FLOWS

STATEMENTS OF CASH FLOWS - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (5,339,000)	$ (8,509,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,670,000	1,607,000
Loss on disposal or impairment of long-lived assets	220,000	50,000
Stock-based compensation expense	3,035,000	3,494,000
Amortization of deferred commissions	49,000	91,000
Amortization of right of use assets	278,000	422,000
Change in fair value of contingent consideration	200,000	182,000
Provision for accounts receivable	49,000	236,000
Changes in operating assets and liabilities:
Accounts receivable	960,000	455,000
Prepaid expenses and other assets	(25,000)	(403,000)
Accounts payable and accruals	(408,000)	(1,050,000)
Operating lease liability	(376,000)	(393,000)
Deferred revenue	(828,000)	(674,000)
Net cash used in operating activities	(515,000)	(4,492,000)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of equipment	(142,000)	(65,000)
Software development costs	(1,481,000)	(860,000)
Patent costs	(31,000)	(17,000)
Payment for acquisition, net of cash received		(4,484,000)
Net cash used in investing activities	(1,654,000)	(5,426,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from employee stock purchase plan	36,000
Payments related to settlement of employee shared-based awards	(558,000)	(292,000)
Settlement of contingent consideration	(908,000)	(132,000)
Repurchase of common stock		(756,000)
Repayments of finance leases	(31,000)	(45,000)
Net cash used in financing activities	(1,461,000)	(1,225,000)
Net decrease in cash	(3,630,000)	(11,143,000)
Cash-beginning of period	6,904,000	18,966,000
Cash-end of period	$ 3,274,000	7,823,000
Supplemental disclosures of noncash activities:
Right-of-use assets and operating lease obligations recognized during the period		$ 876,000

BASIS OF PRESENTATION

BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2023
BASIS OF PRESENTATION
BASIS OF PRESENTATION	NOTE 1 — BASIS OF PRESENTATION The accompanying unaudited interim financial statements of AudioEye, Inc. (“we”, “our” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP” or “GAAP”) and the rules of the Securities and Exchange Commission (the “SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “2022 Form 10-K”), as filed with the SEC on March 9, 2023. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. Certain information and disclosures normally contained in the audited financial statements as reported in the Company’s Annual Report on Form 10-K have been condensed or omitted in accordance with the SEC’s rules and regulations for interim reporting.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Our significant accounting policies are presented in “Note 2 – Significant Accounting Policies” in the 2022 Form 10-K. Users of financial information for interim periods are encouraged to refer to the footnotes to the financial statements contained in the 2022 Form 10-K when reviewing interim financial results. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, and the related disclosures at the date of the financial statements and during the reporting period. On an ongoing basis, management evaluates its estimates and judgments, including those related to stock-based compensation, allowance for doubtful accounts, and intangible assets. Actual results may differ from these estimates. Revenue Recognition We derive our revenue primarily from the sale of internally developed software by a software-as-a-service (“SaaS”) delivery model, as well as from professional services, through our direct sales force or through third-party resellers. Our SaaS fees include support and maintenance. We recognize revenue in accordance with Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers We determine revenue recognition through the following five steps: ● Identify the contract with the customer; ● Identify the performance obligations in the contract; ● Determine the transaction price; ● Allocate the transaction price to the performance obligations in the contract; and ● Recognize revenue when, or as, the performance obligations are satisfied. NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Performance obligations are the unit of accounting for revenue recognition and generally represent the distinct goods or services that are promised to the customer. If we determine that we have not satisfied a performance obligation, we will defer recognition of the revenue until the performance obligation is deemed to be satisfied. SaaS agreements are generally non-cancelable, although clients typically have the right to terminate their contracts for cause if we fail to perform material obligations. Our SaaS revenue is comprised of fixed subscription fees from customer accounts on our platform related to our software products. Our support revenue is comprised of subscription fees for customers for legal, remediation, and other support services. SaaS and support (also referred to as “subscription”) revenue is recognized on a ratable basis over the contractual subscription term of the arrangement beginning on the date that our service is made available to the customer. Certain SaaS and support fees are invoiced in advance on an annual, semi-annual, or quarterly basis. Any funds received for services not provided yet are held in deferred revenue and are recorded as revenue when the related performance obligations have been satisfied. Non-subscription revenue consists primarily of PDF remediation, and one-time Website and Mobile App report services, and is recognized upon delivery. Consideration payable under PDF remediation arrangements is based on usage. Consideration payable under one-time Website and Mobile App report services arrangements is based on fixed fees. The following table presents our revenues disaggregated by sales channel: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine months ended September 30, (in thousands) 2023 2022 Partner and Marketplace ​ $ 13,365 ​ $ 11,749 Enterprise ​ 10,081 ​ ​ 10,426 Total revenues ​ $ 23,446 ​ $ 22,175 ​ The Company records accounts receivable for amounts invoiced to customers for which the Company has an unconditional right to consideration as provided under the contractual arrangement. Deferred revenue includes payments received in advance of performance under the contract and is reported on an individual contract basis at the end of each reporting period. Deferred revenue is classified as current or noncurrent based on the timing of when we expect to recognize revenue. The table below summarizes our deferred revenue as of September 30, 2023 and December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, (in thousands) ​ 2023 ​ 2022 Deferred revenue — current ​ $ 6,358 ​ $ 7,125 Deferred revenue — noncurrent ​ ​ 12 ​ ​ 73 Total deferred revenue ​ $ 6,370 ​ $ 7,198 ​ In the nine-month period ended September 30, 2023, we recognized $6,771,000, or 94%, in revenue from deferred revenue outstanding as of December 31, 2022. In the three and nine months ended September 30, 2023, we had one customer (including the customer’s affiliates reflecting multiple contracts and a partnership with the Company) which accounted for approximately 17% and 16%, respectively, of our total revenue. In the three and nine months ended September 30, 2022, we had one customer which accounted for approximately 16% and 17%, respectively, of our total revenue. One major customer represented 18% and 22% of total accounts receivable as of September 30, 2023 and December 31, 2022, respectively. ​ NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Deferred Costs (Contract acquisition costs) We capitalize initial and renewal sales commissions in the period the commission is earned, which generally occurs when a customer contract is obtained, and amortize deferred commission costs on a straight-line basis over the expected period of benefit, which we have deemed to be the contract term. As a practical expedient, we expense sales commissions as incurred when the amortization period of related deferred commission costs would have been one year or less. The table below summarizes the deferred commission costs as of September 30, 2023 and December 31, 2022, which are included in Prepaid expenses and other current assets on our balance sheets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, (in thousands) 2023 2022 Deferred costs — current ​ $ 28 ​ $ 49 Deferred costs — noncurrent ​ 5 ​ 12 Total deferred costs ​ $ 33 ​ $ 61 ​ Amortization expense associated with sales commissions was included in Selling and marketing expenses on the statements of operations and totaled $13,000 and $49,000 for the three- and nine-month periods ended September 30, 2023, respectively, and $26,000 and $91,000 for the three- and nine-month periods ended September 30, 2022, respectively. Business Combinations The assets acquired, liabilities assumed and contingent consideration are recorded at their estimated fair value on the acquisition date with subsequent changes recognized in earnings. These estimates are inherently uncertain and are subject to refinement. Management develops estimates based on assumptions as a part of the purchase price allocation process to value the assets acquired and liabilities assumed as of the business combination date. As a result, the Company may recognize adjustments to provisional amounts of assets acquired or liabilities assumed in earnings in the reporting period in which the adjustments are determined. Acquisition-related expenses primarily consist of legal, accounting, and other advisory fees associated and are recorded in the period in which they are incurred. Employee Stock Purchase Plan In May 2022, the stockholders of the Company approved the Company’s Employee Stock Purchase Plan (the “ESPP”), which provides for the issuance of up to 500,000 shares of common stock. Eligible employees may elect to have a percentage of eligible compensation withheld to purchase shares of our common stock at the end of each purchase period. The Company expects each purchase period to be the six month periods ending on June 30 or December 31 of each calendar year. The purchase price per share is expected to equal 85% of the fair market value of our common stock on the last trading day of the purchase period. Under the ESPP, a participant may not be granted rights to purchase more than $25,000 worth of common stock for each calendar year and no participant may purchase more than 1,500 shares of our common stock (or such other number as the Compensation Committee may designate) on any one purchase date. As of September 30, 2023, 8,630 shares had been issued under the ESPP and 491,370 shares remained available under the plan. NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Stock-Based Compensation The Company periodically issues options, restricted stock units (“RSUs”), and shares of its common stock as compensation for services received from its employees, directors, and consultants. The fair value of the award is measured on the grant date. The fair value amount is then recognized as expense over the requisite vesting period during which services are required to be provided in exchange for the award. We recognize forfeitures as they occur. Stock-based compensation expense is recorded in the same expense classifications in the statements of operations as if such amounts were paid in cash. The fair value of options awards is measured on the grant date using a Black-Scholes option pricing model, which includes assumptions that are subjective and are generally derived from external data (such as risk-free rate of interest) and historical data (such as volatility factor and expected term). We estimate the fair value of restricted stock unit awards with time- or performance-based vesting using the value of our common stock on the grant date. We estimate the fair value of market-based restricted stock unit awards as of the grant date using the Monte Carlo simulation model. We expense the compensation cost associated with time-based options and RSUs as the restriction period lapses, which is typically a one The following table summarizes the stock-based compensation expense recorded for the three and nine months ended September 30, 2023 and 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended September 30, ​ Nine months ended September 30, (in thousands) 2023 2022 2023 2022 Options ​ $ 20 ​ $ 98 ​ $ 136 ​ $ 308 RSUs ​ 826 ​ ​ 1,145 ​ ​ 2,713 ​ ​ 3,022 Unrestricted shares of common stock ​ ​ 40 ​ ​ 65 ​ ​ 180 ​ ​ 164 Employee stock purchase plan ​ ​ — ​ ​ — ​ ​ 6 ​ ​ — Total ​ $ 886 ​ $ 1,308 ​ $ 3,035 ​ $ 3,494 ​ As of September 30, 2023, the outstanding unrecognized stock-based compensation expense related to options and RSUs was $26,000 and $5,103,000, respectively, which may be recognized through July 2026, subject to achievement of service, performance, and market conditions. ​ NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) ​ Earnings (Loss) Per Share (“EPS”) Basic EPS is calculated by dividing net income (loss) available to common stockholders by the weighted average number of shares of the Company’s common stock outstanding during the period. Diluted EPS is calculated based on the net income (loss) available to common stockholders and the weighted average number of shares of common stock outstanding during the period, adjusted for the effects of all potential dilutive common stock issuances related to options, warrants and restricted stock units. The dilutive effect of our stock-based awards and warrants is computed using the treasury stock method, which assumes all stock-based awards and warrants are exercised and the hypothetical proceeds from exercise are used to purchase common stock at the average market price during the period. The incremental shares (i.e., the difference between shares assumed to be issued versus purchased), to the extent they would have been dilutive, are included in the denominator of the diluted EPS calculation. However, when a net loss exists, no potential common stock equivalents are included in the computation of the diluted per-share amount because the computation would result in an anti-dilutive per-share amount. Potentially dilutive securities outstanding as of September 30, 2023 and 2022, which were excluded from the computation of basic and diluted net loss per share for the periods then ended, are as follows: ​ ​ ​ ​ ​ ​ ​ ​ September 30, (in thousands) 2023 2022 Options 115 ​ 169 Restricted stock units 1,840 ​ 1,961 Total 1,955 ​ 2,130 ​ The following table summarizes the stock option and RSUs activity for the nine months ended September 30, 2023: ​ ​ ​ ​ ​ ​ ​ Options RSUs Outstanding at December 31, 2022 156,054 1,802,655 Granted — 606,089 Exercised/Settled — (393,804) Forfeited/Expired (40,808) (174,484) Outstanding at September 30, 2023 115,246 1,840,456 Vested at September 30, 2023 ​ 108,664 ​ 477,838 Unvested at September 30, 2023 ​ 6,582 ​ 1,362,618 ​ Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, In October 2021, the FASB issued ASU No. 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805)

ACQUISITIONS

ACQUISITIONS	9 Months Ended
	Sep. 30, 2023
ACQUISITIONS
ACQUISITIONS	NOTE 3 — ACQUISITIONS Bureau of Internet Accessibility Inc. On March 9, 2022, we entered into a Stock Purchase Agreement (“Purchase Agreement”) to acquire all the outstanding equity interests of Bureau of Internet Accessibility Inc. (“BOIA”), a Delaware corporation which provides web accessibility services including audits, training, remediation and implementation support. The aggregate consideration for the purchase of BOIA was approximately $7.5 million (at fair value), consisting of $5.1 million cash payment at closing, $0.2 million cash received in the third quarter of 2022 resulting from net working capital adjustments, and an estimated $2.6 million in aggregate contingent consideration to be paid in cash following the one We accounted for the acquisition of BOIA as business combination in accordance with FASB ASC 805, “Business Combinations” (“ASC 805”). Accordingly, under the acquisition method of accounting, the purchase price was allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date as follows: ​ ​ ​ ​ ​ (in thousands) Balance at March 9, 2022 Assets purchased: ​ Cash ​ $ 398 Accounts receivable ​ 437 Other assets ​ 29 Client relationships (1) ​ 3,600 Internally developed software (1) ​ 700 Trade name (1) ​ 50 Goodwill (2) ​ 3,300 Total assets purchased ​ 8,514 ​ ​ ​ ​ Liabilities assumed: ​ Accounts payable and accrued liabilities ​ 7 Deferred revenue ​ 1,040 Total liabilities assumed ​ 1,047 ​ ​ ​ ​ Net assets acquired ​ 7,467 ​ ​ ​ ​ Consideration: ​ Cash paid, net of proceeds from working capital adjustment ​ 4,882 Contingent consideration liability (3) ​ 2,585 Total consideration ​ $ 7,467 ​ (1) Acquired intangible assets are amortized on a straight-line basis over their estimated useful lives of 2 to 7 years. In the nine months ended September 30, 2023 and 2022, we recorded $536,000 and $399,000, respectively, in amortization expense associated with these acquired intangible assets. (2) Goodwill represents the excess of purchase price over the estimated fair value of net tangible and intangible assets acquired. (3) The fair value of the contingent consideration liability was determined using the Monte-Carlo simulation. The key assumptions used in the Monte-Carlo simulation were as follows: non-recurring and recurring revenue metrics for the earn-out periods, non-recurring revenue discount rate of 11.5%, recurring revenue discount rate of 10.5%, expected revenue volatility of 24.65%, risk-free rate of 1.58%, buyer specific discount rate of 9.0%, and discount periods of 1.01 year and 2.22 year. NOTE 3 — ACQUISITIONS (continued) For the nine months ended September 30, 2023 and 2022, we recorded $200,000 and $182,000, respectively, in change in the fair value of contingent consideration, which is included in General and administrative in the accompanying Statement of Operations. The balance of contingent consideration represents the estimated fair value of the second anniversary payment as of the reporting period and is subject to further change in subsequent periods through settlement based on actual and estimated non-recurring and recurring revenues from the BOIA offering relative to certain thresholds, as well as adjustments for discount periods, discount rates, risk-free rate, volatility, and buyer specific discount rate. In the nine months ended September 30, 2023 and 2022, the Company incurred zero and $247,000, respectively, of transaction costs related to the acquisition of BOIA, which were included on our Statement of Operations within General and administrative expenses.

LEASE LIABILITIES AND RIGHT OF

LEASE LIABILITIES AND RIGHT OF USE ASSETS	9 Months Ended
	Sep. 30, 2023
LEASE LIABILITIES AND RIGHT OF USE ASSETS
LEASE LIABILITIES AND RIGHT OF USE ASSETS	NOTE 4 — LEASE LIABILITIES AND RIGHT OF USE ASSETS We determine whether an arrangement is a lease at inception. Right-of-use assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Finance Leases The Company has finance leases to purchase computer equipment. The amortization expense of the leased equipment is included in depreciation expense. As of September 30, 2023 and December 31, 2022, the Company’s outstanding finance lease obligations totaled $14,000 and $45,000, respectively. The effective interest rate of the finance leases is estimated at 6.0% based on the implicit rate in the lease agreements. The following summarizes the assets acquired under finance leases included in property and equipment, net of disposals: ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, (in thousands) ​ 2023 ​ 2022 Computer equipment ​ $ 214 ​ $ 214 Less: accumulated depreciation ​ (198) ​ (172) Assets acquired under finance leases, net ​ $ 16 ​ $ 42 ​ Operating Leases Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the expected lease term. Since our lease arrangements do not provide an implicit rate, we use our estimated incremental borrowing rate for the expected remaining lease term at commencement date in determining the present value of future lease payments. Operating lease expense is recognized on a straight-line basis over the lease term. The Company has operating leases for office space in Tucson, Arizona, New York, New York, and Miami Beach, Florida. The lease for the principal office located in Tucson consists of 627 square feet and ends in October 2024. The lease for the New York office, which consists of approximately 5,000 square feet, commenced in January 2022 and will expire in December 2026. Upon commencement of the New York lease, we recorded a right-of-use asset and corresponding operating lease liability of $876,000 in the first quarter of 2022. In the second quarter of 2023, we terminated one of the leases for the Miami Beach office, reducing the leased space to approximately 2,000 square feet. The remaining lease will expire in May 2024. In connection with the early termination of this lease, the right-of-use asset and lease liability were reduced by $38,000 and $40,000, respectively. ​ NOTE 4 — LEASE LIABILITIES AND RIGHT OF USE ASSETS (continued) In the first quarter of 2023, we closed our Marietta, Georgia office. As a result of abandoning the office space prior to its lease expiration in August 2024, we wrote off the associated right-of-use asset in full and recognized a $146,000 loss on impairment, which is included in General and administrative in the accompanying Statement of Operations. As of September 30, 2023, the lease liability related to the Marietta, GA office was $107,000. In addition, the Company entered into membership agreements to occupy shared office space in Lehi, Utah, Portland, Oregon, and Seattle, Washington. Because the membership agreements do not qualify as a lease under ASC 842, we expense the membership fees as they are incurred. The Company made operating lease payments in the amount of $396,000 and $459,000 during the nine months ended September 30, 2023 and 2022, respectively. The following summarizes the total lease liabilities and remaining future minimum lease payments at September 30, 2023 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ending December 31, Finance Leases Operating Leases Total 2023 (3 months remaining) ​ $ 7 ​ $ 121 ​ $ 128 2024 ​ 7 ​ ​ 345 ​ ​ 352 2025 ​ — ​ ​ 219 ​ ​ 219 2026 ​ ​ — ​ ​ 225 ​ ​ 225 Total minimum lease payments ​ 14 ​ ​ 910 ​ ​ 924 Less: present value discount ​ — ​ ​ (73) ​ ​ (73) Total lease liabilities ​ 14 ​ ​ 837 ​ ​ 851 Current portion of lease liabilities ​ 14 ​ ​ 374 ​ ​ 388 Long term portion of lease liabilities ​ $ — ​ $ 463 ​ $ 463 ​ The following summarizes expenses associated with our finance and operating leases for the nine months ended September 30, 2023 and 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine months ended September 30, (in thousands) ​ 2023 ​ 2022 Finance lease expenses: ​ ​ ​ ​ Depreciation expense ​ $ 26 ​ $ 41 Interest on lease liabilities ​ 1 ​ ​ 1 Total Finance lease expense ​ 27 ​ ​ 42 Operating lease expense ​ 388 ​ ​ 488 Short-term lease and related expenses ​ 204 ​ ​ 109 Total lease expenses ​ $ 619 ​ $ 639 ​ The following table provides information about the remaining lease terms and discount rates applied as of September 30, 2023 and 2022: ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ 2023 2022 Weighted average remaining lease term (years) ​ ​ Operating Leases 2.70 ​ 3.26 Finance Leases 0.57 ​ 1.37 Weighted average discount rate (%) ​ ​ ​ Operating Leases 6.00 ​ 6.00 Finance Leases 6.00 ​ 6.00 ​

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2023
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 5 — COMMITMENTS AND CONTINGENCIES Membership agreement to occupy shared office space The Company occupies shared office space in Lehi, UT, and Seattle, WA under membership agreements which end in May 2025 and January 2025, respectively. Fees due under these membership agreements are based on the number of contracted seats and the use of optional office services. As of September 30, 2023, minimum fees due under these shared office arrangements totaled $375,000. Litigation We may become involved in various routine disputes and allegations incidental to our business operations. While it is not possible to determine the ultimate disposition of these matters, management believes that the resolution of any such matters, should they arise, is not likely to have a material adverse effect on our financial position or results of operations.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2023
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 6 — SUBSEQUENT EVENTS We have evaluated subsequent events occurring after September 30, 2023, and based on our evaluation we did not identify any events that would have required recognition or disclosure in these financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, and the related disclosures at the date of the financial statements and during the reporting period. On an ongoing basis, management evaluates its estimates and judgments, including those related to stock-based compensation, allowance for doubtful accounts, and intangible assets. Actual results may differ from these estimates.
Revenue Recognition	Revenue Recognition We derive our revenue primarily from the sale of internally developed software by a software-as-a-service (“SaaS”) delivery model, as well as from professional services, through our direct sales force or through third-party resellers. Our SaaS fees include support and maintenance. We recognize revenue in accordance with Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers We determine revenue recognition through the following five steps: ● Identify the contract with the customer; ● Identify the performance obligations in the contract; ● Determine the transaction price; ● Allocate the transaction price to the performance obligations in the contract; and ● Recognize revenue when, or as, the performance obligations are satisfied. Performance obligations are the unit of accounting for revenue recognition and generally represent the distinct goods or services that are promised to the customer. If we determine that we have not satisfied a performance obligation, we will defer recognition of the revenue until the performance obligation is deemed to be satisfied. SaaS agreements are generally non-cancelable, although clients typically have the right to terminate their contracts for cause if we fail to perform material obligations. Our SaaS revenue is comprised of fixed subscription fees from customer accounts on our platform related to our software products. Our support revenue is comprised of subscription fees for customers for legal, remediation, and other support services. SaaS and support (also referred to as “subscription”) revenue is recognized on a ratable basis over the contractual subscription term of the arrangement beginning on the date that our service is made available to the customer. Certain SaaS and support fees are invoiced in advance on an annual, semi-annual, or quarterly basis. Any funds received for services not provided yet are held in deferred revenue and are recorded as revenue when the related performance obligations have been satisfied. Non-subscription revenue consists primarily of PDF remediation, and one-time Website and Mobile App report services, and is recognized upon delivery. Consideration payable under PDF remediation arrangements is based on usage. Consideration payable under one-time Website and Mobile App report services arrangements is based on fixed fees. The following table presents our revenues disaggregated by sales channel: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine months ended September 30, (in thousands) 2023 2022 Partner and Marketplace ​ $ 13,365 ​ $ 11,749 Enterprise ​ 10,081 ​ ​ 10,426 Total revenues ​ $ 23,446 ​ $ 22,175 ​ The Company records accounts receivable for amounts invoiced to customers for which the Company has an unconditional right to consideration as provided under the contractual arrangement. Deferred revenue includes payments received in advance of performance under the contract and is reported on an individual contract basis at the end of each reporting period. Deferred revenue is classified as current or noncurrent based on the timing of when we expect to recognize revenue. The table below summarizes our deferred revenue as of September 30, 2023 and December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, (in thousands) ​ 2023 ​ 2022 Deferred revenue — current ​ $ 6,358 ​ $ 7,125 Deferred revenue — noncurrent ​ ​ 12 ​ ​ 73 Total deferred revenue ​ $ 6,370 ​ $ 7,198 ​ In the nine-month period ended September 30, 2023, we recognized $6,771,000, or 94%, in revenue from deferred revenue outstanding as of December 31, 2022. In the three and nine months ended September 30, 2023, we had one customer (including the customer’s affiliates reflecting multiple contracts and a partnership with the Company) which accounted for approximately 17% and 16%, respectively, of our total revenue. In the three and nine months ended September 30, 2022, we had one customer which accounted for approximately 16% and 17%, respectively, of our total revenue. One major customer represented 18% and 22% of total accounts receivable as of September 30, 2023 and December 31, 2022, respectively.
Deferred Costs (Contract acquisition costs)	Deferred Costs (Contract acquisition costs) We capitalize initial and renewal sales commissions in the period the commission is earned, which generally occurs when a customer contract is obtained, and amortize deferred commission costs on a straight-line basis over the expected period of benefit, which we have deemed to be the contract term. As a practical expedient, we expense sales commissions as incurred when the amortization period of related deferred commission costs would have been one year or less. The table below summarizes the deferred commission costs as of September 30, 2023 and December 31, 2022, which are included in Prepaid expenses and other current assets on our balance sheets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, (in thousands) 2023 2022 Deferred costs — current ​ $ 28 ​ $ 49 Deferred costs — noncurrent ​ 5 ​ 12 Total deferred costs ​ $ 33 ​ $ 61 ​ Amortization expense associated with sales commissions was included in Selling and marketing expenses on the statements of operations and totaled $13,000 and $49,000 for the three- and nine-month periods ended September 30, 2023, respectively, and $26,000 and $91,000 for the three- and nine-month periods ended September 30, 2022, respectively.
Business Combinations	Business Combinations The assets acquired, liabilities assumed and contingent consideration are recorded at their estimated fair value on the acquisition date with subsequent changes recognized in earnings. These estimates are inherently uncertain and are subject to refinement. Management develops estimates based on assumptions as a part of the purchase price allocation process to value the assets acquired and liabilities assumed as of the business combination date. As a result, the Company may recognize adjustments to provisional amounts of assets acquired or liabilities assumed in earnings in the reporting period in which the adjustments are determined. Acquisition-related expenses primarily consist of legal, accounting, and other advisory fees associated and are recorded in the period in which they are incurred.
Employee Stock Purchase Plan	Employee Stock Purchase Plan In May 2022, the stockholders of the Company approved the Company’s Employee Stock Purchase Plan (the “ESPP”), which provides for the issuance of up to 500,000 shares of common stock. Eligible employees may elect to have a percentage of eligible compensation withheld to purchase shares of our common stock at the end of each purchase period. The Company expects each purchase period to be the six month periods ending on June 30 or December 31 of each calendar year. The purchase price per share is expected to equal 85% of the fair market value of our common stock on the last trading day of the purchase period. Under the ESPP, a participant may not be granted rights to purchase more than $25,000 worth of common stock for each calendar year and no participant may purchase more than 1,500 shares of our common stock (or such other number as the Compensation Committee may designate) on any one purchase date. As of September 30, 2023, 8,630 shares had been issued under the ESPP and 491,370 shares remained available under the plan.
Stock-Based Compensation	Stock-Based Compensation The Company periodically issues options, restricted stock units (“RSUs”), and shares of its common stock as compensation for services received from its employees, directors, and consultants. The fair value of the award is measured on the grant date. The fair value amount is then recognized as expense over the requisite vesting period during which services are required to be provided in exchange for the award. We recognize forfeitures as they occur. Stock-based compensation expense is recorded in the same expense classifications in the statements of operations as if such amounts were paid in cash. The fair value of options awards is measured on the grant date using a Black-Scholes option pricing model, which includes assumptions that are subjective and are generally derived from external data (such as risk-free rate of interest) and historical data (such as volatility factor and expected term). We estimate the fair value of restricted stock unit awards with time- or performance-based vesting using the value of our common stock on the grant date. We estimate the fair value of market-based restricted stock unit awards as of the grant date using the Monte Carlo simulation model. We expense the compensation cost associated with time-based options and RSUs as the restriction period lapses, which is typically a one The following table summarizes the stock-based compensation expense recorded for the three and nine months ended September 30, 2023 and 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended September 30, ​ Nine months ended September 30, (in thousands) 2023 2022 2023 2022 Options ​ $ 20 ​ $ 98 ​ $ 136 ​ $ 308 RSUs ​ 826 ​ ​ 1,145 ​ ​ 2,713 ​ ​ 3,022 Unrestricted shares of common stock ​ ​ 40 ​ ​ 65 ​ ​ 180 ​ ​ 164 Employee stock purchase plan ​ ​ — ​ ​ — ​ ​ 6 ​ ​ — Total ​ $ 886 ​ $ 1,308 ​ $ 3,035 ​ $ 3,494 ​ As of September 30, 2023, the outstanding unrecognized stock-based compensation expense related to options and RSUs was $26,000 and $5,103,000, respectively, which may be recognized through July 2026, subject to achievement of service, performance, and market conditions.
Earnings (Loss) Per Share ("EPS")	Earnings (Loss) Per Share (“EPS”) Basic EPS is calculated by dividing net income (loss) available to common stockholders by the weighted average number of shares of the Company’s common stock outstanding during the period. Diluted EPS is calculated based on the net income (loss) available to common stockholders and the weighted average number of shares of common stock outstanding during the period, adjusted for the effects of all potential dilutive common stock issuances related to options, warrants and restricted stock units. The dilutive effect of our stock-based awards and warrants is computed using the treasury stock method, which assumes all stock-based awards and warrants are exercised and the hypothetical proceeds from exercise are used to purchase common stock at the average market price during the period. The incremental shares (i.e., the difference between shares assumed to be issued versus purchased), to the extent they would have been dilutive, are included in the denominator of the diluted EPS calculation. However, when a net loss exists, no potential common stock equivalents are included in the computation of the diluted per-share amount because the computation would result in an anti-dilutive per-share amount. Potentially dilutive securities outstanding as of September 30, 2023 and 2022, which were excluded from the computation of basic and diluted net loss per share for the periods then ended, are as follows: ​ ​ ​ ​ ​ ​ ​ ​ September 30, (in thousands) 2023 2022 Options 115 ​ 169 Restricted stock units 1,840 ​ 1,961 Total 1,955 ​ 2,130 The following table summarizes the stock option and RSUs activity for the nine months ended September 30, 2023: ​ ​ ​ ​ ​ ​ ​ Options RSUs Outstanding at December 31, 2022 156,054 1,802,655 Granted — 606,089 Exercised/Settled — (393,804) Forfeited/Expired (40,808) (174,484) Outstanding at September 30, 2023 115,246 1,840,456 Vested at September 30, 2023 ​ 108,664 ​ 477,838 Unvested at September 30, 2023 ​ 6,582 ​ 1,362,618
Recent Accounting Pronouncements	Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, In October 2021, the FASB issued ASU No. 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805)

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Summary of disaggregation of revenues	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine months ended September 30, (in thousands) 2023 2022 Partner and Marketplace ​ $ 13,365 ​ $ 11,749 Enterprise ​ 10,081 ​ ​ 10,426 Total revenues ​ $ 23,446 ​ $ 22,175
Summary of deferred revenue	​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, (in thousands) ​ 2023 ​ 2022 Deferred revenue — current ​ $ 6,358 ​ $ 7,125 Deferred revenue — noncurrent ​ ​ 12 ​ ​ 73 Total deferred revenue ​ $ 6,370 ​ $ 7,198
Summary of deferred commission costs	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, (in thousands) 2023 2022 Deferred costs — current ​ $ 28 ​ $ 49 Deferred costs — noncurrent ​ 5 ​ 12 Total deferred costs ​ $ 33 ​ $ 61
Summary of stock-based compensation expense	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended September 30, ​ Nine months ended September 30, (in thousands) 2023 2022 2023 2022 Options ​ $ 20 ​ $ 98 ​ $ 136 ​ $ 308 RSUs ​ 826 ​ ​ 1,145 ​ ​ 2,713 ​ ​ 3,022 Unrestricted shares of common stock ​ ​ 40 ​ ​ 65 ​ ​ 180 ​ ​ 164 Employee stock purchase plan ​ ​ — ​ ​ — ​ ​ 6 ​ ​ — Total ​ $ 886 ​ $ 1,308 ​ $ 3,035 ​ $ 3,494
Summary of antidilutive securities outstanding excluded from computation of basic and diluted net loss per share	​ ​ ​ ​ ​ ​ ​ ​ September 30, (in thousands) 2023 2022 Options 115 ​ 169 Restricted stock units 1,840 ​ 1,961 Total 1,955 ​ 2,130
Summary the stock option and RSUs activity	​ ​ ​ ​ ​ ​ ​ Options RSUs Outstanding at December 31, 2022 156,054 1,802,655 Granted — 606,089 Exercised/Settled — (393,804) Forfeited/Expired (40,808) (174,484) Outstanding at September 30, 2023 115,246 1,840,456 Vested at September 30, 2023 ​ 108,664 ​ 477,838 Unvested at September 30, 2023 ​ 6,582 ​ 1,362,618

ACQUISITIONS (Tables)

ACQUISITIONS (Tables)	9 Months Ended
	Sep. 30, 2023
ACQUISITIONS
Summary of fair value of tangible and intangible assets acquired and liabilities assumed	​ ​ ​ ​ ​ (in thousands) Balance at March 9, 2022 Assets purchased: ​ Cash ​ $ 398 Accounts receivable ​ 437 Other assets ​ 29 Client relationships (1) ​ 3,600 Internally developed software (1) ​ 700 Trade name (1) ​ 50 Goodwill (2) ​ 3,300 Total assets purchased ​ 8,514 ​ ​ ​ ​ Liabilities assumed: ​ Accounts payable and accrued liabilities ​ 7 Deferred revenue ​ 1,040 Total liabilities assumed ​ 1,047 ​ ​ ​ ​ Net assets acquired ​ 7,467 ​ ​ ​ ​ Consideration: ​ Cash paid, net of proceeds from working capital adjustment ​ 4,882 Contingent consideration liability (3) ​ 2,585 Total consideration ​ $ 7,467 ​ (1) Acquired intangible assets are amortized on a straight-line basis over their estimated useful lives of 2 to 7 years. In the nine months ended September 30, 2023 and 2022, we recorded $536,000 and $399,000, respectively, in amortization expense associated with these acquired intangible assets. (2) Goodwill represents the excess of purchase price over the estimated fair value of net tangible and intangible assets acquired. (3) The fair value of the contingent consideration liability was determined using the Monte-Carlo simulation. The key assumptions used in the Monte-Carlo simulation were as follows: non-recurring and recurring revenue metrics for the earn-out periods, non-recurring revenue discount rate of 11.5%, recurring revenue discount rate of 10.5%, expected revenue volatility of 24.65%, risk-free rate of 1.58%, buyer specific discount rate of 9.0%, and discount periods of 1.01 year and 2.22 year.

LEASE LIABILITIES AND RIGHT O_2

LEASE LIABILITIES AND RIGHT OF USE ASSETS (Tables)	9 Months Ended
	Sep. 30, 2023
LEASE LIABILITIES AND RIGHT OF USE ASSETS
Summary of finance leases included in property and equipment	​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, (in thousands) ​ 2023 ​ 2022 Computer equipment ​ $ 214 ​ $ 214 Less: accumulated depreciation ​ (198) ​ (172) Assets acquired under finance leases, net ​ $ 16 ​ $ 42
Summary of total lease liabilities remaining future minimum lease payments	The following summarizes the total lease liabilities and remaining future minimum lease payments at September 30, 2023 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ending December 31, Finance Leases Operating Leases Total 2023 (3 months remaining) ​ $ 7 ​ $ 121 ​ $ 128 2024 ​ 7 ​ ​ 345 ​ ​ 352 2025 ​ — ​ ​ 219 ​ ​ 219 2026 ​ ​ — ​ ​ 225 ​ ​ 225 Total minimum lease payments ​ 14 ​ ​ 910 ​ ​ 924 Less: present value discount ​ — ​ ​ (73) ​ ​ (73) Total lease liabilities ​ 14 ​ ​ 837 ​ ​ 851 Current portion of lease liabilities ​ 14 ​ ​ 374 ​ ​ 388 Long term portion of lease liabilities ​ $ — ​ $ 463 ​ $ 463
Summary of lease expenses	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine months ended September 30, (in thousands) ​ 2023 ​ 2022 Finance lease expenses: ​ ​ ​ ​ Depreciation expense ​ $ 26 ​ $ 41 Interest on lease liabilities ​ 1 ​ ​ 1 Total Finance lease expense ​ 27 ​ ​ 42 Operating lease expense ​ 388 ​ ​ 488 Short-term lease and related expenses ​ 204 ​ ​ 109 Total lease expenses ​ $ 619 ​ $ 639
Summary of lease terms and discount rates	​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ 2023 2022 Weighted average remaining lease term (years) ​ ​ Operating Leases 2.70 ​ 3.26 Finance Leases 0.57 ​ 1.37 Weighted average discount rate (%) ​ ​ ​ Operating Leases 6.00 ​ 6.00 Finance Leases 6.00 ​ 6.00 ​

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES - Disaggregated by sales (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Partner and Marketplace			$ 13,365	$ 11,749
Enterprise			10,081	10,426
Total revenues	$ 7,838	$ 7,700	$ 23,446	$ 22,175

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES - Deferred revenue (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Deferred revenue - current	$ 6,358	$ 7,125
Deferred revenue - noncurrent	12	73
Total deferred revenue	$ 6,370	$ 7,198

SIGNIFICANT ACCOUNTING POLICI_3

SIGNIFICANT ACCOUNTING POLICIES - Deferred commission costs (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Deferred costs - current	$ 28	$ 49
Deferred costs - noncurrent	5	12
Total deferred costs	$ 33	$ 61

SIGNIFICANT ACCOUNTING POLICI_4

SIGNIFICANT ACCOUNTING POLICIES - Stock-based compensation expense (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Stock-based compensation expense	$ 886,000	$ 1,308,000	$ 3,035,000	$ 3,494,000
Options
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Stock-based compensation expense	20,000	98,000	136,000	308,000
Outstanding unamortized share-based compensation expense	26,000		26,000
RSUs
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Stock-based compensation expense	826,000	1,145,000	2,713,000	3,022,000
Outstanding unamortized share-based compensation expense	5,103,000		5,103,000
Unrestricted shares of common stock
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Stock-based compensation expense	$ 40,000	$ 65,000	180,000	$ 164,000
Employee stock purchase plan
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Stock-based compensation expense			$ 6,000

SIGNIFICANT ACCOUNTING POLICI_5

SIGNIFICANT ACCOUNTING POLICIES - Potentially dilutive securities excluded from computation of earnings per share (Details) - shares shares in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Dilutive securities outstanding	1,955	2,130
Options
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Dilutive securities outstanding	115	169
Restricted stock units
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Dilutive securities outstanding	1,840	1,961

SIGNIFICANT ACCOUNTING POLICI_6

SIGNIFICANT ACCOUNTING POLICIES - Summary of Stock Option and RSUs Activity (Details)	9 Months Ended
	Sep. 30, 2023 shares
Options
Number of Options
Balance at beginning of the period (in shares)	156,054
Forfeited/Expired	(40,808)
Balance at end of the period (in shares)	115,246
Vested (in shares)	108,664
Unvested (in shares)	6,582
Exercised/Settled	(6,582)
RSUs
Number of Options
Unvested (in shares)	393,804
Balance at beginning of the period (In shares)	1,802,655
Granted	606,089
Exercised/Settled	(393,804)
Forfeited/Expired	(174,484)
Balance at end of the period (In shares)	1,840,456
Vested (in shares)	477,838
Unvested (in shares)	1,362,618

SIGNIFICANT ACCOUNTING POLICI_7

SIGNIFICANT ACCOUNTING POLICIES - Additional information (Details)	1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	May 31, 2022 USD ($) shares	Sep. 30, 2023 USD ($) customer shares	Sep. 30, 2022 USD ($) customer	Sep. 30, 2023 USD ($) customer shares	Sep. 30, 2022 USD ($) customer	Dec. 31, 2022 customer
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Deferred revenue recognized to revenue | $				$ 6,771,000
Deferred revenue outstanding (as a percent)						94%
Amortization of deferred sales commissions | $		$ 13,000	$ 26,000	$ 49,000	$ 91,000
Maximum number of shares issuance of common stock under ESPP	500,000
Maximum percentage of base compensation on payroll deductions	85%
Maximum number of shares for each employee under ESPP	1,500
Maximum value of shares for each employee under ESPP | $	$ 25,000
Shares issued under the ESPP				8,630
Shares remained available under the ESPP		491,370		491,370
Maximum
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Service period				3 years
Minimum
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Service period				1 year
Customer concentration risk | Sales revenue, net
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Number of customer | customer		1	1	1	1
Customer concentration risk | Accounts receivable
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Number of customer | customer				1		1
One customer | Customer concentration risk | Sales revenue, net
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Concentration risk percentage		17%	16%	16%	17%
One customer | Customer concentration risk | Accounts receivable
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Concentration risk percentage				18%		22%

ACQUISITIONS - Bureau of Intern

ACQUISITIONS - Bureau of Internet Accessibility Inc (Details) - Bureau of internet accessibility Inc - USD ($)		3 Months Ended	9 Months Ended
	Mar. 09, 2022	Mar. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
ACQUISITIONS
Cash payment towards the contingent consideration liability		$ 974,000
Aggregate consideration	$ 7,467,000
Cash payment	5,100,000
Cash received from net working capital adjustments	200,000
Contingent consideration	$ 2,585,000		$ 200,000	$ 182,000
Term for first aggregate contingent consideration to be paid in cash	1 year
Term for second aggregate contingent consideration to be paid in cash	2 years

ACQUISITIONS - Bureau of Inte_2

ACQUISITIONS - Bureau of Internet Accessibility Inc - Tangible and intangible assets acquired and liabilities assumed (Details) - USD ($)		9 Months Ended
	Mar. 09, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Assets purchased:
Goodwill		$ 4,001,000		$ 4,001,000
Bureau of internet accessibility Inc
Assets purchased:
Cash	$ 398,000
Accounts receivable	437,000
Other assets	29,000
Goodwill	3,300,000
Total assets purchased	8,514,000
Liabilities assumed:
Accounts payable and accrued liabilities	7,000
Deferred revenue	1,040,000
Total liabilities assumed	1,047,000
Net assets acquired	7,467,000
Consideration:
Cash paid, net of proceeds from working capital adjustment	4,882,000
Contingent consideration liability	2,585,000	$ 200,000	$ 182,000
Total consideration	7,467,000
Bureau of internet accessibility Inc | Customer relationships
Assets purchased:
Intangible assets	3,600,000
Bureau of internet accessibility Inc | Internally developed software
Assets purchased:
Intangible assets	700,000
Bureau of internet accessibility Inc | Trade name
Assets purchased:
Intangible assets	$ 50,000

ACQUISITIONS - Bureau of Inte_3

ACQUISITIONS - Bureau of Internet Accessibility Inc - Tangible and intangible assets acquired and liabilities assumed (parenthetical) (Details)		9 Months Ended
	Mar. 09, 2022 USD ($) Y	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)
ACQUISITIONS
Amortization expense		$ 536,000	$ 399,000
Bureau of internet accessibility Inc
ACQUISITIONS
Contingent consideration liability	$ 2,585,000	200,000	182,000
Transaction costs		$ 0	$ 247,000
Bureau of internet accessibility Inc | Discount rate
ACQUISITIONS
Fair value of the contingent consideration liability, Measurement input	0.090
Bureau of internet accessibility Inc | Discount rate | Recurring
ACQUISITIONS
Fair value of the contingent consideration liability, Measurement input	0.105
Bureau of internet accessibility Inc | Discount rate | Non-recurring
ACQUISITIONS
Fair value of the contingent consideration liability, Measurement input	0.115
Bureau of internet accessibility Inc | Volatility rate
ACQUISITIONS
Fair value of the contingent consideration liability, Measurement input	0.2465
Bureau of internet accessibility Inc | Risk-free interest rate
ACQUISITIONS
Fair value of the contingent consideration liability, Measurement input	0.0158
Bureau of internet accessibility Inc | Discount periods | Recurring
ACQUISITIONS
Fair value of the contingent consideration liability, Measurement input | Y	2.22
Bureau of internet accessibility Inc | Discount periods | Non-recurring
ACQUISITIONS
Fair value of the contingent consideration liability, Measurement input | Y	1.01
Maximum | Bureau of internet accessibility Inc
ACQUISITIONS
Useful life	7 years
Minimum | Bureau of internet accessibility Inc
ACQUISITIONS
Useful life	2 years

LEASE LIABILITIES AND RIGHT O_3

LEASE LIABILITIES AND RIGHT OF USE ASSETS - Right to use assets under finance leases (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Lessee finance Lease description
Computer equipment	$ 214	$ 214
Less: accumulated depreciation	(198)	(172)
Assets acquired under finance leases, net	$ 16	$ 42

LEASE LIABILITIES AND RIGHT O_4

LEASE LIABILITIES AND RIGHT OF USE ASSETS - Future minimum finance leases payments (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
LEASE LIABILITIES AND RIGHT OF USE ASSETS
2023 (6 months remaining)	$ 7,000
2024	7,000
Total minimum lease payments	14,000
Total lease liabilities	14,000	$ 45,000
Current portion of lease liabilities	$ 14,000	38,000
Long term portion of lease liabilities		$ 7,000

LEASE LIABILITIES AND RIGHT O_5

LEASE LIABILITIES AND RIGHT OF USE ASSETS - Future minimum operating leases payments (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
LEASE LIABILITIES AND RIGHT OF USE ASSETS
2023 (6 months remaining)	$ 121
2024	345
2025	219
2026	225
Total minimum lease payments	910
Less: present value discount	(73)
Total lease liabilities	837
Current portion of lease liabilities	374	$ 468
Long term portion of lease liabilities	$ 463	$ 745

LEASE LIABILITIES AND RIGHT O_6

LEASE LIABILITIES AND RIGHT OF USE ASSETS - Finance Leases and Operating Leases (Details) $ in Thousands	Sep. 30, 2023 USD ($)
LEASE LIABILITIES AND RIGHT OF USE ASSETS
2023 (3 months remaining)	$ 128
2024	352
2025	219
2026	225
Total minimum lease payments	924
Less: present value discount	(73)
Total lease liabilities	851
Current portion of lease liabilities	388
Long term portion of lease liabilities	$ 463

LEASE LIABILITIES AND RIGHT O_7

LEASE LIABILITIES AND RIGHT OF USE ASSETS - Lease expenses (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Finance lease expenses:
Depreciation expense	$ 26	$ 41
Interest on lease liabilities	1	1
Total Finance lease expense	27	42
Operating lease expense	388	488
Short-term lease and related expenses	204	109
Total lease expenses	$ 619	$ 639

LEASE LIABILITIES AND RIGHT O_8

LEASE LIABILITIES AND RIGHT OF USE ASSETS - Remaining lease terms and discount rates (Details)	Sep. 30, 2023	Sep. 30, 2022
LEASE LIABILITIES AND RIGHT OF USE ASSETS
Weighted average remaining lease term (years) - Operating Leases	2 years 8 months 12 days	3 years 3 months 3 days
Weighted average remaining lease term (years) - Finance Leases	6 months 25 days	1 year 4 months 13 days
Weighted average discount rate (%) - Operating Leases	6%	6%
Weighted average discount rate (%) - Finance Leases	6%	6%

LEASE LIABILITIES AND RIGHT O_9

LEASE LIABILITIES AND RIGHT OF USE ASSETS - Additional information (Details)	3 Months Ended		9 Months Ended
	Jun. 30, 2023 USD ($) ft²	Mar. 31, 2023 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Oct. 31, 2024 ft²	Dec. 31, 2022 USD ($)	Mar. 31, 2022 USD ($)	Jan. 31, 2022 ft²
LEASE LIABILITIES AND RIGHT OF USE ASSETS
Total finance lease liabilities			$ 14,000			$ 45,000
Effective interest rate of finance leases			6%
Operating Lease Liability			$ 837,000
Reduced lease space | ft²	2,000
Decrease in right of use asset	$ 38,000
Operating lease liability	$ 40,000		(376,000)	$ (393,000)
Operating lease payments			396,000	$ 459,000
Marietta Georgia
LEASE LIABILITIES AND RIGHT OF USE ASSETS
Area of land | ft²								5,000
Operating Lease Liability			$ 107,000				$ 876,000
Marietta Georgia | General and Administrative Expense
LEASE LIABILITIES AND RIGHT OF USE ASSETS
Operating Lease, Impairment Loss		$ 146,000
Georgia
LEASE LIABILITIES AND RIGHT OF USE ASSETS
Area of land | ft²					627

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details)	9 Months Ended
	Sep. 30, 2023 USD ($)
COMMITMENTS AND CONTINGENCIES
Shared office arrangement minimum fees due	$ 375,000