SHARE-BASED COMPENSATION | NOTE 10. SHARE-BASED COMPENSATION Through June 2014 we had two equity compensation plans, the Second Amended and Restated 2004 Stock Option Plan (the “Employee Stock Option Plan”) and the Amended and Restated 2004 Directors’ Stock Option Plan (the “Directors’ Stock Option Plan”) (collectively, the “Former Stock Option Plans”). There was no share-based compensation expense for the three and six months ended December 31, 2016 as all outstanding options are fully vested. Share-based compensation expense for the three and six months ended December 31, 2015 was $0 and $2,000, respectively In June 2014, our Board of Directors terminated the Employee Stock Option Plan, with the provision that options outstanding under the Employee Stock Option Plan will remain outstanding in accordance with their respective terms. At the date of termination, 531,381 shares were reserved for issuance under the Employee Stock Option Plan in excess of shares issuable pursuant to outstanding options, all of which shares were reallocated for issuance under the provisions of the Employee Stock Purchase Plan described below. In September 2014, our Board approved the inclusion in our proxy statement for approval by our shareholders at the 2014 Annual Meeting of Shareholders its recommendation to terminate the Directors’ Stock Option Plan, which proposal was approved by our shareholders at the December 3, 2014 Annual Meeting. At September 30, 2014, 173,334 shares were reserved for issuance under the Directors’ Stock Option Plan, all of which shares were reallocated for issuance under the provisions of the Employee Stock Purchase Plan described below. In September 2016, our Board approved the establishment of the 2016 Equity Incentive Plan, which was approved by our shareholders at the November 29, 2016 Annual Meeting. The 2016 Equity Incentive Plan provides for the award of up to 1,500,000 shares of the Company’s common stock in the form of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted shares, restricted stock units, performance awards and other stock-based awards. As of December 31, 2016, no awards have been granted from the 2016 Equity Incentive Plan. Stock Options No options were granted during the three or six months ended December 31, 2016 and 2015. As of December 31, 2016, there was no unrecognized compensation cost under the Former Stock Option Plans as all outstanding stock options are fully vested. Following is a summary of stock option activity for the six months ended December 31, 2016 and 2015: 2016 2015 Number of Weighted-Average Number of Weighted-Average Outstanding at July 1, 90,834 $ 1.95 106,668 $ 2.41 Options granted — — — — Options exercised (28,000 ) 1.82 (7,500 ) 2.14 Options forfeited — — — — Outstanding at end of period 62,834 $ 2.00 99,168 $ 2.43 Stock Options Exercisable at December 31, 62,834 $ 2.00 99,168 $ 2.43 Following is a summary of information regarding options outstanding and options exercisable at December 31, 2016: Options Outstanding & Exercisable Range of Number Outstanding Weighted-Avg. Weighted- Aggregate. Intrinsic $0 to 2.50 59,500 4.66 $ 1.87 $ 168,320 2.5 to 5.00 3,334 0.38 4.38 $ 1,067 Total 62,834 4.43years $ 2.00 $ 169,387 Employee Stock Purchase Plan In September 2014, our Board approved the establishment of an Employee Stock Purchase Plan (the “ESPP”), which was approved by our shareholders at the December 3, 2014 Annual Meeting. The ESPP conforms to the provisions of Section 423 of the Internal Revenue Code, has coterminous offering and purchase periods of six months, and bases the pricing to purchase shares of our common stock on a formula so as to result in a per share purchase price that approximates a 15% discount from the market price of a share of our common stock at the end of the purchase period. The Board of Directors also approved the provision that shares formerly reserved for issuance under the Former Stock Option Plans in excess of shares issuable pursuant to outstanding options under those plans, aggregating 704,715 shares, be reserved for issuance pursuant to the ESPP. During the first quarter ended September 30, 2016 and 2015, 2,056 and 1,925 shares were purchased, respectively, and allocated to employees based upon their contributions at prices of $4.91 and $2.34, respectively, per share. On a cumulative basis, since the inception of the ESPP plan, employees have purchased a total of 7,652 shares. During the three months ended December 31, 2016 and 2015 we did not record any stock compensation expense, due to the fact that no six month offering period ended during either quarter. During the six months ended December 31, 2016 and 2015, we recorded stock compensation expense in the amount of $2,000 and $1,000, respectively, relating to the ESPP. |