Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2015 |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | 2. STOCK-BASED COMPENSATION |
|
Stock-based compensation is recorded at fair value as of the date of grant and included in the salaries and benefits expense line item on the consolidated statements of operations and amounted to $75,000 and $60,000 for the three months ended March 31, 2015 and 2014, respectively. |
|
Board of Directors Stock Option and Restricted Stock Grants |
|
The Company’s Stock Plan was amended to authorize annual grants to non-employee members of the Board of Directors of restricted stock or stock options, or both, as determined by the Board. Options granted under the Plan generally expire 10 years after the grant date and generally become exercisable over a four year period. Generally the restricted stock vests 100% after one year and is subject to restrictions on resale for an additional year. Restricted stock awards are subject to forfeiture if a board member terminates prior to the shares vesting. As of March 31, 2015, the non-vested balance was 13,040 shares with a weighted average fair value of $10.61 per share. |
|
Employee Stock Option Grants |
|
The Company has granted incentive stock options to employees pursuant to the Company’s Stock Plan with an exercise price equal to the market price on the date of grant. The options vest over a 42-month period and expire in 10 years. |
|
A summary of stock option activity as of March 31, 2015 and changes during the three months then ended is presented below: |
|
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| | | | | | | Weighted | | | |
| | | | Weighted | | Average | | | |
| | | | Average | | Remaining | | Aggregate |
| | Number of | | Exercise | | Contractual | | Grant Date |
Stock Options | | Options | | Price | | Term | | Fair Value |
| | | | | | | | | | | | |
Outstanding at January 1, 2015 | | | 255,252 | | $ | 9.63 | | | | | | |
Granted | | | - | | | - | | | | | | |
Exercised | | | -750 | | | 7.52 | | | | | | |
Expired/Forfeited | | | -15,000 | | | 17.10 | | | | | | |
Outstanding at March 31, 2015 | | | 239,502 | | $ | 9.17 | | | 3.9 Years | | $ | 2,195,772 |
| | | | | | | | | | | | |
Exercisable at March 31, 2015 | | | 239,502 | | $ | 9.17 | | | 3.9 Years | | $ | 2,195,772 |
|
|
Employee Deferred Stock Award Grants |
|
Employee deferred stock awards are subject to forfeiture if an employee terminates prior to the vesting. Generally, the awards vest ratably over a four-year period and compensation costs are recognized over the vesting period. Compensation costs are recorded in “Salaries and benefits” on the Consolidated Statements of Operations. |
|
A summary of the changes in employee deferred stock award grants as of March 31, 2015, is as follows: |
|
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| | | | | Weighted | | | | | | |
| | | | | Average | | | | | | |
| | Deferred | | Fair Value | | | | | | |
| | Stock | | Per Share | | | | | | |
Non-Vested Balance, January 1, 2015 | | | 34,750 | | $ | 10.27 | | | | | | |
Granted | | | 1,000 | | | 10.01 | | | | | | |
Vested | | | -250 | | | 10.01 | | | | | | |
Forfeited | | | - | | | - | | | | | | |
Non-Vested Balance, March 31, 2015 | | | 35,500 | | $ | 10.26 | | | | | | |
| | | | | | | | | | | | |
Stock Appreciation Rights (“SARs”) |
|
As part of the Cooperative Marketing Agreement discussed in Note 7, on June 14, 2012, the Company signed a Stock Appreciation Rights Agreement (the “SAR Agreement”) and issued SARs to non-employees. The SAR Agreement grants rights to the non-employees to benefit from the appreciation in the value of 165,000 shares of Company common stock above $14.30 per share, a price agreed upon by the two parties. Each right represents the right to be paid the appreciation in the value of one share of stock above $14.30. Ten percent of the rights (16,500 rights) vested immediately and the remaining rights vest at the rate of 16,500 per year beginning in January 2013. As of March 31, 2015, 66,000 rights had vested. The SAR Agreement provides for the cash payment of the excess of the fair market value of Canterbury Park Holding Corporation’s common stock price on the date of exercise over $14.30. SARs have no effect on dilutive shares or shares outstanding as any appreciation of the Company’s common stock value over $14.30 is paid in cash and not in common stock. The SAR Agreement and all rights granted expire on December 31, 2022. |
The fair value of SARs is revalued (mark-to-market) each reporting period using the Black-Scholes valuation model based on the Company’s period-end stock price. The expected term of the SARs granted is based on the contractual term. Expected volatility is based on the historical volatility of the Company’s stock for the length of time corresponding to the expected term of the SARs. The expected dividend yield is based on the Company’s anticipated dividend payments. The risk-free interest rate is based on the U.S. treasury yield curve in effect as of the reporting date for the length of time corresponding to the expected term of the SARs. |
|
The following weighted-average assumptions were used in calculating the fair value of SARs granted during the three months ended March 31, 2015 and 2014, using the Black-Scholes valuation model; |
|
|
| | | | | | | | | | | | |
| | 31-Mar-15 | | 31-Mar-14 | | | | | | |
Expected dividend yield | | | 0.00 | % | | 0.00 | % | | | | | |
Expected weighted-average volatility | | | 53.8 | % | | 50.0 | % | | | | | |
Risk-free interest rate | | | 1.77 | % | | 2.55 | % | | | | | |
Expected term of SARs (in years) | | | 7.75 | | | 8.75 | | | | | | |
There have been no exercises of SARs as of March 31, 2015. The total liability of the SARs as of March 31, 2015 was $582,597. |
|
|
|
Changes to the Company’s non-vested SARs during the three months ended March 31, 2015 were as follows: |
|
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| | SARs | | Weighted Average Fair Value | | | | | | |
Non-vested SARs at December 31, 2014 | | | 115,500 | | $ | 4.50 | | | | | | |
Granted | | | — | | | — | | | | | | |
Vested | | | -16,500 | | | 5.04 | | | | | | |
Cancellations | | | — | | | — | | | | | | |
Non-vested SARs at March 31, 2015 | | | 99,000 | | $ | 5.04 | | | | | | |
|
|