Annual report pursuant to Section 13 and 15(d)

Equity Incentive Plan

v3.21.1
Equity Incentive Plan
12 Months Ended
Dec. 31, 2020
Equity Incentive Plan  
Equity Incentive Plan

Note 9 — Equity Incentive Plan

In May 2013, the Company adopted the 2013 Equity Incentive Plan (as amended and restated, the “Plan”) and reserved shares of common stock for issuance under the Plan, which was amended in June 2020. As a result of the amendment, the number of shares authorized for issuance under the Plan increased by 350,000 shares and the Plan will now terminate in June 2030, unless sooner terminated or extended by the Board. The Plan is administered by the Compensation Committee of the Board.At December 31, 2020, there were 148,961 shares of common stock available for issuance under the Plan.

During the year ended December 31, 2020, the Company granted 52,791 stock options to Board members, 168,400 stock options to executives and 5,500 stock options to employees under the Plan. The estimated fair value of these stock options, calculated using the Black-Scholes option valuation model, was $758,214, of which $754,369 was recognized during the year ended December 31, 2020.

In April 2020, the Board approved a modification of a stock option grant to Dr. Lon E. Bell in connection with his retirement as Chief Executive Officer and President. The modification accelerated the vesting of Dr. Bell’s October 2019 stock option grant with full vesting effective immediately prior to the end of Dr. Bell’s term on the Board in June 2020. During the year ended December 31, 2020, the Company recognized $79,444 of expense related to this grant subsequent to the modification.

During the year ended December 31, 2019, the Company granted 23,400 stock options to Board members, 94,000 stock options to executives and 1,000 stock options to an employee under the Plan. The estimated fair value of these stock options, calculated using the Black-Scholes option valuation model, was $253,074, of which $76,808 was recognized during the year ended December 31, 2019.

 

As permitted by SAB 107, management utilizes the simplified approach to estimate the expected term of stock options, which represents the period of time that options granted are expected to be outstanding. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. treasury yield in effect at the time of grant. The volatility is estimated based on the historical volatilities of comparable companies. The Company has never declared or paid dividends and has no plans to do so in the foreseeable future.

The assumptions used in the Black-Scholes model are as follows:

 

 

 

 

 

 

 

 

 

For the year ended December 31, 

 

 

    

2020

    

2019

 

Average risk-free interest rate

 

0.83

%  

2.12

%

Expected dividend yield

 

 —

%  

 —

%

Expected life

 

5.00 to 6.25 years

 

5.16 to 6.25 years

 

Expected volatility

 

90

%  

80

%

 

A summary of the Company’s stock option activity and related information is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

2019

 

    

 

    

 

 

    

Weighted

    

 

    

 

 

    

Weighted

 

 

 

 

Weighted

 

Average 

 

 

 

Weighted

 

Average 

 

 

 

 

Average 

 

Remaining 

 

 

 

Average 

 

Remaining 

 

 

Stock

 

Exercise 

 

Life 

 

Stock

 

Exercise 

 

Life 

 

 

Options

 

Price

 

(in years)

 

Options

 

Price

 

(in years)

Outstanding at January 1

 

169,980

 

$

8.13

 

9.1

 

147,054

 

$

50.79

 

6.8

Granted

 

226,691

 

$

4.84

 

  

 

118,400

 

$

3.14

 

  

Forfeited / Expired

 

(5,021)

 

$

49.39

 

  

 

(95,474)

 

$

67.64

 

  

Outstanding at December 31

 

391,650

 

$

5.70

 

8.1

 

169,980

 

$

8.13

 

9.1

Exercisable at December 31

 

364,567

 

$

5.91

 

8.0

 

74,980

 

$

14.81

 

8.1

 

The following table sets forth additional information about stock options outstanding at December 31, 2020:

 

 

 

 

 

 

 

 

 

 

 

 

    

 

    

Weighted

    

 

 

    

 

 

 

 

 

Average

 

Weighted

 

 

 

 

 

 

Remaining

 

Average

 

 

 

 

Options

 

Life

 

Exercise

 

Options

Range of Exercise Prices

 

Outstanding

 

(in years)

 

Price

 

Exercisable

$1.99 – $2.85

 

206,791

 

7.7

 

$

2.49

 

180,458

$4.25 – $7.59

 

138,300

 

9.5

 

$

6.90

 

137,550

$12.20 – $15.60

 

42,206

 

5.2

 

$

13.08

 

42,206

$31.50 – $79.40

 

4,353

 

5.6

 

$

48.50

 

4,353

 

 

391,650

 

  

 

 

  

 

364,567

 

Stock options granted under the Plan have ten-year terms and generally vest immediately or annually over a three-year or four-year vesting period except for option grants to independent directors that generally vest quarterly over a one-year vesting period.

The estimated aggregate pretax intrinsic value (the difference between the Company’s stock price on the last day of the year ended December 31, 2020 and the exercise prices, multiplied by the number of vested in-the-money options) is $1.2 million. This amount changes based on the fair value of the Company’s stock.

As of December 31, 2020, there was $47,372 of unrecognized compensation cost related to non-vested share-based compensation arrangements. That cost is expected to be recognized over a weighted average period of 1 year.