Stockholders' Equity | Note 6. Stockholders’ Equity Stock Options In December 2007, we established the 2007 Equity Compensation Plan (the “2007 Plan”) and in November 2017 we established the 2017 Omnibus Incentive Plan (the “2017 Plan”), collectively (the “Plans”). The Plans were approved by our board of directors and stockholders. The purpose of the Plans is to grant stock and options to purchase our common stock, and other incentive awards, to our employees, directors and key consultants. On November 10, 2016, the maximum number of shares of common stock that may be issued pursuant to awards granted under the 2007 Plan increased from 5,000,000 to 7,000,000. On November 21, 2017, the Company’s stockholders approved the adoption of the 2017 Plan (previously adopted by our board of directors on September 14, 2017), which authorized a maximum of 1,874,513 shares of common stock that may be issued pursuant to awards granted under the 2017 Plan. On November 17, 2020, the Company's stockholders approved an increase in the maximum number of shares of common stock that may be issued pursuant to awards granted under the 2017 Omnibus Incentive Plan from 2,374,513 to 3,374,513. On November 17, 2021, the Company's stockholders approved an increase in the maximum number of shares of common stock that may be issued pursuant to awards granted under the 2017 Omnibus Incentive Plan from 3,374,513 to 6,874,513. Upon adoption of the 2017 Plan we ceased granting incentive awards under the 2007 Plan and commenced granting incentive awards under the 2017 Plan. The shares of our common stock underlying cancelled and forfeited awards issued under the 2017 Plan may again become available for grant under the 2017 Plan. Cancelled and forfeited awards issued under the 2007 Plan that were cancelled or forfeited prior to November 21, 2017 became available for grant under the 2007 Plan. As of June 30, 2024, there were 1,037,993 shares available for grant under the 2017 Plan, and no shares were available for grant under the 2007 Plan. All incentive stock award grants prior to the adoption of the 2017 Plan on November 21, 2017 were made under the 2007 Plan, and all incentive stock award grants after the adoption of the 2017 Plan on November 21, 2017 were made under the 2017 Plan. The majority of awards issued under the Plan vest immediately or over three years, with a one year cliff vesting period, and have a term of ten years. Stock-based compensation cost is measured at the grant date, based on the fair value of the awards that are ultimately expected to vest, and recognized on a straight-line basis over the requisite service period, which is generally the vesting period. The following table summarizes vested and unvested stock option activity: All Options Vested Options Unvested Options Weighted Weighted Weighted Average Average Average Exercise Exercise Exercise Shares Price Shares Price Shares Price Outstanding at July 1, 2022 3,182,872 $ 1.79 2,999,974 $ 1.75 182,898 $ 2.49 Granted 200,000 2.15 — — 200,000 2.15 Options vesting — — 336,834 2.28 (336,834) 2.28 Exercised (307,298) 1.31 (307,298) 1.31 — — Forfeited (166,000) 1.81 (163,917) 1.79 (2,083) 3.92 Outstanding at June 30, 2023 2,909,574 $ 1.87 2,865,593 $ 1.86 43,981 $ 2.47 Granted 257,934 2.73 — — 257,934 2.73 Options vesting — — 42,729 2.47 (42,729) 2.47 Exercised (373,883) 1.99 (373,883) 1.99 — — Forfeited (5,000) 2.67 (4,583) 2.67 (417) 2.67 Outstanding at June 30, 2024 2,788,625 $ 1.93 2,529,856 $ 1.85 258,769 $ 2.73 The following table presents the assumptions used to estimate the fair values based upon a Black-Scholes option pricing model of the stock options granted during the years ended June 30, 2024 and 2023. Years Ended June 30, 2024 2023 Expected dividend yield — % — % Risk-free interest rate 4.00 % 3.76 % Expected life (in years) 5 5 Expected volatility 50 % 56 % The weighted average remaining contractual life of all options outstanding as of June 30, 2024 was 5.08 years. The remaining contractual life for options vested and exercisable at June 30, 2024 was 4.63 years. Furthermore, the aggregate intrinsic value of options outstanding as of June 30, 2024 was $1,920,882, and the aggregate intrinsic value of options vested and exercisable as of June 30, 2024 was $1,920,582, in each case based on the fair value of the Company’s common stock on June 30, 2024. During the year ended June 30, 2024, the Company granted 257,934 options to directors with a fair value of $340,473 which amount will be amortized over the vesting period. The total fair value of options that vested during the year ended June 30, 2024 was $140,150 and was included in selling, general and administrative expenses in the accompanying statement of operations. As of June 30, 2024, the amount of unvested compensation related to the unvested options was $256,321 which will be recorded as an expense in future periods as the options vest. During the year ended June 30, 2024, the Company issued 72,234 net shares of common stock upon the exercise of options underlying 373,883 shares of common stock. During the year ended June 30, 2023, the Company granted 200,000 options to directors with a fair value of $222,000 which, due to immediate vesting, were fully expensed at the time of grant. The total fair value of options that vested during the year ended June 30, 2023 was $375,189 and was included in selling, general and administrative expenses in the accompanying statement of operations. As of June 30, 2023, the amount of unvested compensation related to the unvested options was $56,577 which will be recorded as an expense in future periods as the options vest. During the year ended June 30, 2023, the Company issued 137,523 net shares of common stock upon the exercise of options underlying 307,298 shares of common stock, resulting in net cash proceeds of $57,500. Additional information regarding stock options outstanding and exercisable as of June 30, 2024 is as follows: Option Remaining Exercise Options Contractual Options Price Outstanding Life (in years) Exercisable $ 0.70 225,000 1.43 225,000 0.77 25,000 0.13 25,000 0.80 16,000 1.14 16,000 0.90 15,000 1.10 15,000 1.00 15,000 0.69 15,000 1.05 305,000 2.15 305,000 1.09 40,000 1.90 40,000 1.10 105,000 1.00 105,000 1.20 247,000 3.39 247,000 1.59 25,000 3.86 25,000 2.10 238,767 7.61 238,767 2.13 216,708 6.39 216,708 2.15 200,000 8.45 200,000 2.17 35,955 6.87 35,955 2.19 5,000 7.56 4,165 2.40 284,000 4.38 284,000 2.43 61,250 6.93 61,250 2.45 89,500 6.10 89,500 2.49 78,435 5.92 78,435 2.50 20,000 4.88 20,000 2.64 30,882 7.10 30,882 2.67 28,194 7.22 28,194 2.73 257,934 9.44 — 2.99 8,000 5.87 8,000 3.13 208,000 5.37 208,000 3.50 8,000 5.62 8,000 Total 2,788,625 2,529,856 Restricted Common Stock Prior to July 1, 2022, the Company issued 2,829,758 shares of restricted common stock to employees valued at $3,836,194, of which $3,060,741 had been recognized as an expense. As of June 30, 2022, 400,092 of these shares with a grant date fair value of $775,453 had not yet vested. During the year ended June 30, 2023, the Company issued an additional 2,354,834 shares of restricted stock to employees with an aggregate fair value of $3,478,878. Of this amount, 229,834 shares vest over a three year period, with a one year cliff vesting period, and remain subject to forfeiture if vesting conditions are not met and 25,000 shares vest over a four year period, with a one year cliff vesting period, and remain subject to forfeiture if vesting conditions are not met. The aggregate fair value of these stock awards was $503,478 based on the market price of our common stock price ranging from $1.94 to $2.22 per share on the date of grant, which will be amortized over the range of three During the year ended June 30, 2024, the Company issued an additional 405,000 shares of restricted stock to employees with an aggregate fair value of $925,900. Of this amount, 155,000 shares vest over a three-year period, with a one-year cliff vesting period, and remain subject to forfeiture if vesting conditions are not met. The aggregate fair value of these stock awards was $417,700 based on the market price of our common stock ranging from $2.24 to $2.73 per share on the date of grant, which will be amortized over the range of a three-year vesting period. The remaining 250,000 shares were granted, under the 2017 Plan, as restricted stock awards to key management in accordance with the LTEBP. The LTEBP replaced the previous restricted stock compensation program for executives. It spans 5 years and is designed to better serve stockholder interests by aligning key executive compensation with stockholder value. Awards under the LTEBP will vest as follows, upon the 30-day volume weighted average price (VWAP) of our common stock reaching the following targets: Upon a change of control vesting will accelerate with respect to that portion of the award that would vest if the target 30-day VWAP was achieved at the level above the per share price in such change of control transaction. For example, if we granted an award of 100,000 shares under the LTEBP, 20,000 shares would vest upon our stock price achieving a 30-day VWAP of $3.00 per share, and 20,000 shares would vest upon our stock price achieving a 30-day VWAP of $3.75 per share. If the per share price in a change of control transaction was $5.00 per share, vesting would accelerate for 40,000 shares under the same award (i.e. the number of shares that would vest for our stock price achieving a 30-day VWAP of $5.25 per share, pursuant to a tier round up provision in the Plan effective upon a change in control). As a condition to receiving awards under the LTEBP, recipients will be required to hold at least 75% of all vested shares during the term of their employment. Applicable target 30-day VWAPs must be achieved within 5 years following the grant of awards under the LTEBP, and all unvested awards under the LTEBP will be forfeited upon expiration of such 5-year As the vesting of the 250,000 shares of restricted common stock under the LTEBP is subject to certain market conditions, pursuant to current accounting guidelines, the Company determined the fair value to be $508,200, computed using the Monte Carlo simulations on a binomial model with the assistance of a valuation specialist with a derived service period ranging from 0.68 to 2.51 years. The total fair value of restricted common stock vesting and expenses related to amortization of the fair value of the LTEBP during the year ended June 30, 2024 was $1,994,362 and is included in selling, general and administrative expenses in the accompanying statements of operations. As of June 30, 2024, the amount of unvested compensation related to issuances of restricted common stock was $1,375,199, which will be recognized as an expense in future periods as the shares vest. When calculating basic net income per share, these shares are included in weighted average common shares outstanding from the time they vest. When calculating diluted net income per share, these shares are included in weighted average common shares outstanding as of their grant date. When calculating net loss per share, the 1,957,726 shares are considered antidilutive and are excluded from that calculation. The following table summarizes restricted common stock activity: Weighted Average Number of Grant Date Shares Fair Value Fair Value Non-vested, June 30, 2022 400,092 775,453 $ 2.38 Granted 2,354,834 3,478,878 1.48 Vested (211,967) (1,418,717) 2.42 Forfeited (65,165) (123,953) 2.15 Non-vested, June 30, 2023 2,477,794 $ 2,711,661 $ 1.52 Granted 405,000 925,900 2.29 Vested (725,068) (1,994,362) 1.70 Forfeited (200,000) (268,000) 1.40 Non-vested, June 30, 2024 1,957,726 $ 1,375,199 $ 1.63 Common Stock Repurchase and Retirement Effective as of March 19, 2024, the Compensation Committee of our Board of Directors authorized the repurchase, on the last day of each trading window during which the outstanding awards remain outstanding and otherwise in accordance with our insider trading policies, of an aggregate value not exceeding $750,000, in addition to the prior remaining balance of outstanding common stock of $82,347 (at prices no greater than $4.00 per share) from our employees to satisfy their tax obligations in connection with the vesting of stock incentive awards through the end of fiscal year 2025. The actual number of shares repurchased will be determined by applicable employees in their discretion and will depend on their evaluation of market conditions and other factors. As of June 30, 2023, $151,095 remained under the current authorization to repurchase our outstanding common stock from our employees. During the years ended June 30, 2024 and 2023, the Company repurchased 198,383 and 51,841 shares of our common stock under the repurchase plan at an average price of approximately $2.79 and $2.01 per share, respectively, for an aggregate amount of $554,202 and $104,250, respectively. As of June 30, 2024, $346,893 remains under the current authorization to repurchase our outstanding common stock from our employees. Shares repurchased are retired and deducted from common stock for par value and from additional paid in capital for the excess over par value. Direct costs incurred to acquire the shares are included in the total cost of the shares. The following table summarizes repurchases of our common stock on a monthly basis: Total Number of Shares Approximate Dollar Value Total Number Average Purchased as Part of of Shares that May Yet Be of Shares Price Paid Publicly Announced Purchased Under the Period Purchased per Share Plans or Programs Plans or Programs September 2022 9,659 $ 1.87 — $ 237,283 December 2022 16,141 $ 1.90 — 206,616 March 2023 12,785 $ 2.02 — 180,789 June 2023 13,256 $ 2.24 — 151,095 Year ended June 30, 2023 51,841 $ 2.01 — $ 151,095 September 2023 18,603 $ 2.48 — $ 104,960 December 2023 8,501 $ 2.66 — 82,347 March 2024 159,044 $ 2.85 — 379,071 June 2024 12,235 $ 2.63 — 346,893 Year ended June 30, 2024 198,383 $ 2.79 — $ 346,893 |