Stock Options | NOTE 10 - Stock Options The Company follows ASC 718 (“Share-Based Payment”), which requires that all share-based payments to employees, including stock options, be recognized as compensation expense in the consolidated financial statements based on their fair values and over the requisite service period. For the three months ended December 31, 2024 and 2023, the Company recorded non-cash compensation expense of $386,000 ($0.01 per basic and diluted share) and $335,000 ($0.01 per basic and diluted share), respectively, relating to stock-based compensation which are included in SG&A in the consolidated statements of income. For the six months ended December 31, 2024 and 2023, the Company recorded non-cash compensation expense of $757,000 ($0.02 per basic and diluted share) and $610,000 ($0.01 per basic and diluted share), respectively, relating to stock-based compensation which are included in SG&A in the consolidated statements of income. 2012 Employee Stock Option Plan In December 2012, the stockholders approved the 2012 Employee Stock Option Plan (the 2012 Employee Plan). The 2012 Employee Plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 1,900,000 shares of the Company’s common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options, which are intended to qualify as incentive stock options (“ISOs”) or non-incentive stock options, to employees. Any plan participant who is granted ISOs and possesses more than 10% of the voting rights of the Company’s outstanding common stock must be granted an option with a price of at least 110% of the fair market value on the date of grant and a term of 10 years. Under the 2012 Employee Plan, stock options may be granted to employees with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable, in whole or in part, at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At December 31, 2024, 361,036 stock options were outstanding, 265,660 stock options were exercisable and no further stock options were available for grant under this plan after December 2022. The following table reflects activity under the 2012 Employee Plan for the six months ended December 31: 2024 2023 Weighted average Weighted average Options exercise price Options exercise price Outstanding, beginning of year 363,036 $ 21.47 521,580 $ 19.37 Forfeited/Lapsed — — (11,000) $ 3.15 Exercised (2,000) $ 26.94 (31,600) $ 22.13 Outstanding, end of period 361,036 $ 21.44 478,980 $ 19.56 Exercisable, end of period 265,660 $ 21.36 289,728 $ 18.58 Weighted average fair value at grant date of options granted n/a n/a Total intrinsic value of options exercised $ 35,000 $ 375,000 Total intrinsic value of options outstanding $ 5,100,000 $ 7,034,000 Total intrinsic value of options exercisable $ 3,772,000 $ 4,539,000 A total of 2,000 stock options were exercised during both the six months ended December 31, 2024. There were no stock options exercised during the three months ended December 31, 2024. $54,000 cash was received from the option exercises during the six months ended December 31, 2024. The actual tax benefit realized for the tax deductions from option exercises during both the three and six months ended December 31, 2024 was $0. A total of 31,600 stock options were exercised during both the three and six months ended December 31, 2023. The 31,600 options that were exercised during the three and six months ended December 31, 2023 were settled by the Company withholding 20,567 from the shares issuable on exercise of the options. The withheld shares of common stock had an aggregate fair market value on the date of exercise equal to the purchase price being paid. No cash was received from the option exercises during both the three and six months ended December 31, 2023. The following table summarizes information about stock options outstanding under the 2012 Employee Plan at December 31, 2024: Options outstanding Options exercisable Weighted average Number remaining Weighted average Number Weighted average Range of exercise prices outstanding contractual life exercise price exercisable exercise price $10.02 ‑ $26.94 361,036 6.65 $ 21.44 265,660 $ 21.36 361,036 6.65 $ 21.44 265,660 $ 21.36 As of December 31, 2024, there was $677,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2012 Employee Plan. 67,600 and 76,700 options vested during the three and six months ended December 31, 2024. The total grant date fair value of the options vesting during the three and six months ended December 31, 2024 was $670,000 and $782,000, respectively. 74,000 and 84,700 options vested during the three and six months ended December 31, 2023. The total grant date fair value of the options vesting during the three and six months ended December 31, 2023 was $724,000 and $849,000 , respectively. 2012 Non-Employee Stock Option Plan In December 2012, the stockholders approved the 2012 Non-Employee Stock Option Plan (the 2012 Non-Employee Plan). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 100,000 shares of the Company’s common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options to non-employee directors and consultants to the Company and its subsidiaries. Under the 2012 Non-Employee Plan, stock options may be granted with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable in whole or in part at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At December 31, 2024, 20,400 stock options were outstanding, 18,480 stock options were exercisable and no further stock options were available for grant under this plan after December 2022. The following table reflects activity under the 2012 Non-Employee Plan for the six months ended December 31: 2024 2023 Weighted average Weighted average Options exercise price Options exercise price Outstanding, beginning of year 20,400 $ 14.39 20,400 $ 14.39 Forfeited/Lapsed — — — — Exercised — — — — Outstanding, end of period 20,400 $ 14.39 20,400 $ 14.39 Exercisable, end of period 18,480 $ 13.50 15,840 $ 12.44 Weighted average fair value at grant date of options granted n/a n/a Total intrinsic value of options exercised n/a n/a Total intrinsic value of options outstanding $ 432,000 $ 405,000 Total intrinsic value of options exercisable $ 408,000 $ 345,000 No stock options were exercised during the three and six months ended December 31, 2024 and 2023, respectively. No cash was received from option exercises during the three and six months ended December 31, 2024 and 2023, respectively, and the actual tax benefit realized for the tax deductions from option exercises was $0 for both periods. The following table summarizes information about stock options outstanding under the 2012 Non-Employee Plan at December 31, 2024: Options outstanding Options exercisable Weighted average Weighted Weighted Number remaining average exercise Number average exercise Range of exercise prices outstanding contractual life price exercisable price $4.35 - $22.93 20,400 5.14 $ 14.39 18,480 $ 13.50 20,400 5.14 $ 14.39 18,480 $ 13.50 As of December 31, 2024, there was $15,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2012 Non-Employee Plan. 1,920 options vested during both the three and six months ended December 31, 2024 and 2023, respectively. The total grant date fair value of the options vesting during both the three and six months ended December 31, 2024 and 2023 was $19,000. 2018 Non-Employee Stock Option Plan In December 2018, the stockholders approved the 2018 Non-Employee Stock Option Plan (the “2018 Non-Employee Plan”). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 100,000 shares of the Company's common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options to non-employee directors and consultants to the Company and its subsidiaries. Under the 2018 Non-Employee Plan, stock options may be granted with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable in whole or in part at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At December 31, 2024, 64,900 stock options were outstanding, 62,200 stock options were exercisable and 4,000 further stock options were available for grant under this plan. There were no options granted during the six months ended December 31, 2024 and 2023. No options may be granted under this plan after December 2028. The following table reflects activity under the 2018 Non-Employee Plan for the six months ended December 31: 2024 2023 Weighted average Weighted average Options exercise price Options exercise price Outstanding, beginning of year 68,900 $ 14.54 75,000 $ 14.83 Granted — — — — Forfeited/Lapsed (4,000) $ 22.93 — — Exercised — (1,600) $ 15.27 Outstanding, end of period 64,900 $ 14.02 73,400 $ 14.82 Exercisable, end of period 62,200 $ 13.63 58,620 $ 13.81 Weighted average fair value at grant date of options granted n/a n/a Total intrinsic value of options exercised n/a $ 28,000 Total intrinsic value of options outstanding $ 1,398,000 $ 1,426,000 Total intrinsic value of options exercisable $ 1,364,000 $ 1,198,000 No stock options were exercised during both the three and six months ended December 31, 2024. No cash was received from option exercises during both the three and six months ended December 31, 2024, and the actual tax benefit realized for the tax deductions from option exercises was $0. A total of 1,600 stock options were exercised during the three and six months ended December 31, 2023. The 1,600 options that were exercised during the three and six months ended December 31, 2023 were settled by the Company withholding 740 from the shares issuable on exercise of the options. The withheld shares of Common Stock had an aggregate fair market value on the date of exercise equal to the purchase price being paid. No cash was received from the option exercises during the three and six months ended December 31, 2023. The actual tax benefit realized for the tax deductions from option exercises during the three and six months ended December 31, 2023 was $6,000 each period. The following table summarizes information about stock options outstanding under the 2018 Non-Employee Plan at December 31, 2024: Options outstanding Options exercisable Weighted average Weighted Weighted Number remaining average exercise Number average exercise Range of exercise prices outstanding contractual life price exercisable price $8.10 - $22.93 64,900 5.10 $ 14.02 62,200 $ 13.63 64,900 5.10 $ 14.02 62,200 $ 13.63 As of December 31, 2024, there was $20,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2018 Non-Employee Plan. 2,700 options vested during both the three and six months ended December 31, 2024. The total grant date fair value of the options vesting during both the three and six months ended December 31, 2024 was $27,000. 9,500 options vested during both the three and six months ended December 31, 2023, respectively. The total grant date fair value of the options vesting during both the three and six months ended December 31, 2023 under this plan was $89,000 for both periods. 2020 Non-Employee Stock Option Plan In May 2020, the stockholders approved the 2020 Non-Employee Stock Option Plan (the “2020 Non-Employee Plan”). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 100,000 shares of the Company's common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options to non-employee directors and consultants to the Company and its subsidiaries. Under the 2020 Non-Employee Plan, stock options may be granted with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable in whole or in part at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At December 31, 2024, 51,900 stock options were outstanding, 37,520 stock options were exercisable and 45,100 stock options were available for grant under this plan. No options were granted during the six months ended December 31, 2024 and 2023, respectively. No options may be granted under this plan after May 2030. The following table reflects activity under the 2020 Non-Employee Plan for the six months ended December 31: 2024 2023 Weighted average Weighted average Options exercise price Options exercise price Outstanding, beginning of year 56,900 $ 23.35 56,900 $ 23.35 Granted — — — — Forfeited/Lapsed (2,000) $ 26.94 — — Exercised (3,000) $ 26.94 — — Outstanding, end of period 51,900 $ 23.00 56,900 $ 23.35 Exercisable, end of period 37,520 $ 21.55 29,140 $ 21.41 Weighted average fair value at grant date of options granted n/a n/a Total intrinsic value of options exercised $ 32,000 n/a Total intrinsic value of options outstanding $ 652,000 $ 620,000 Total intrinsic value of options exercisable $ 525,000 $ 374,000 A total of 0 and 3,000 stock options were exercised during the three and six months ended December 31, 2024, respectively. 3,000 stock options exercised during the six months ended December 31, 2024 were settled by the company withholding 2,151 shares from the shares issuable on exercise of the options. The withheld shares of common stock had an aggregate fair market value on the date of exercise equal to the purchase price being paid. The actual tax benefit realized for the tax deductions from option exercises during the three and six months ended December 31, 2024 was $0 and $7,000, respectively. No stock options were exercised during both the three and six months ended December 31, 2023. No cash was received from option exercises during either of the three and six months ended December 31, 2023 and the actual tax benefit realized for the tax deductions from option exercises was $0 for both periods. The following table summarizes information about stock options outstanding under the 2020 Non-Employee Plan at December 31, 2024: Options outstanding Options exercisable Weighted average Number remaining Weighted average Number Weighted average Range of exercise prices outstanding contractual life exercise price exercisable exercise price $11.40 - $30.71 51,900 7.03 $ 23.00 37,520 $ 21.55 51,900 7.03 $ 23.00 37,520 $ 21.55 As of December 31, 2024, there was $137,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2020 Non-Employee Plan. 3,380 and 10,380 options vested during both of the three and six months ended December 31, 2024 and 2023, respectively. The total grant date fair value of the options vesting during both the three and six months ended December 31, 2024 and 2023 was $34,000 and $113,000, respectively. 2022 Employee Stock Option Plan In December 2022, the stockholders approved the 2022 Employee Stock Option Plan (the “2022 Employee Plan”). The plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 950,000 shares of the Company’s common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options, which are intended to qualify as incentive stock options (“ISOs”) or non-incentive stock options, to valued employees. Any plan participant who is granted ISOs and possesses more than 10% of the voting rights of the Company’s outstanding common stock must be granted an option with a price of at least 110% of the fair market value on the date of grant. Under the 2022 Employee Plan, stock options may be granted to valued employees with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable, in whole or in part, at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At December 31, 2024, 130,000 stock options were outstanding, 28,000 stock options were exercisable and 820,000 stock options were available for grant under this plan. No stock options were granted during the six months ended December 31, 2024. There were 10,000 options granted during the three and six months ended December 31, 2023. No options may be granted under this plan after December 2032. The fair value of each option granted was estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions: 2024 2023 Risk-free interest rates n/a 4.66 % Expected lives n/a 5.76 Years Expected volatility n/a 48.71 % Expected dividend yields n/a 1.48 % The following table reflects activity under the 2022 Employee Plan for the six months ended December 31: 2024 2023 Weighted average Weighted average Options exercise price Options exercise price Outstanding, beginning of year 130,000 $ 41.38 5,000 $ 40.01 Granted — — 10,000 $ 21.60 Forfeited/Lapsed — — (5,000) $ 40.01 Exercised — — — — Outstanding, end of period 130,000 $ 41.38 10,000 $ 21.60 Exercisable, end of period 28,000 $ 39.96 2,000 $ 21.60 Weighted average fair value at grant date of options granted n/a $ 9.75 Total intrinsic value of options exercised n/a n/a Total intrinsic value of options outstanding $ 140,000 $ 127,000 Total intrinsic value of options exercisable $ 56,000 $ 25,300 No options were exercised during both the three and six months ended December 31, 2024 and 2023, respectively. No cash was received from option exercises during both the three and six months ended December 31, 2024 and 2023 and the actual tax benefit realized for the tax deductions from option exercises was $0. The following table summarizes information about stock options outstanding under the 2022 Employee Plan at December 31, 2024: Options outstanding Options exercisable Weighted average Number remaining Weighted average Number Weighted average Range of exercise prices outstanding contractual life exercise price exercisable exercise price $21.60 - $49.39 130,000 9.30 $ 41.38 28,000 $ 39.96 130,000 9.30 $ 41.38 28,000 $ 39.96 As of December 31, 2024, there was $1,816,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2022 Employee Plan. 2,000 options vested during both the three and six months ended December 31, 2024 and 2023, respectively. The total grant date fair value of the options vesting during both the three and six months ended December 31, 2024 and 2023 under this plan was $19,500 , respectively. |