Quarterly report pursuant to Section 13 or 15(d)

SHARE BASED COMPENSATION

v3.23.2
SHARE BASED COMPENSATION
6 Months Ended
Jun. 30, 2023
SHARE BASED COMPENSATION  
Share-based Compensation

10. SHARE-BASED COMPENSATION

 

During 2019 the Company’s Board of Directors (the “Board”), adopted the 2019 Stock and Incentive Plan (the “Plan”), which was amended in April 2020, February 2021 and June 2023. The Plan permits the issuance of stock options, stock appreciation rights, stock awards, share units, performance shares, performance units and other stock-based awards. On June 22, 2023 at the Annual General Meeting of the Shareholders, the total number of shares was increased to 23.2 million shares from 13.2 million shares authorized to be issued under the Plan and as of June 30, 2023, 16.2 million shares are available for future grants. The Plan provides for the grant of options as either non-statutory stock options or incentive stock options and restricted stock units to employees, officers, directors, and consultants of the Company to attract and retain persons of ability to perform services for the Company and to reward such individuals who contribute to the achievement by the Company of its economic objectives. The awards granted generally vest in 25% increments over a four-year period and option awards expire 6 years from grant date.

 

The Plan is administered by the Board or a committee appointed by the Board, which determines the persons to whom the awards will be granted, the type of awards to be granted, the number of awards to be granted, and the specific terms of each grant, including the vesting thereof, subject to the provisions of the Plan.

 

No grants were made to employees during the three and six months ended June 30, 2023. During the six months ended June 30, 2022, the Company granted shares to certain employees as compensation for services. These shares were accounted for in accordance with ASC 718 - Compensation - Stock Compensation. The Company amortizes awards over the service period and until awards are fully vested.

 

For the three and six months ended June 30, 2023 and 2022, share-based compensation expense was as follows:

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

June 30,

 

 

June 30,

 

(in thousands)

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Cost of goods sold

 

$ -

 

 

$ -

 

 

$ -

 

 

$ -

 

General and administrative expense

 

 

41

 

 

 

157

 

 

 

101

 

 

 

318

 

Total share-based compensation

 

$ 41

 

 

$ 157

 

 

$ 101

 

 

$ 318

 

 

The following table summarizes the status of stock option grants and unvested awards at and for the six months ended June 30, 2023:

 

 

 

Stock

 

 

Weighted-Average

 

 

       Weighted

Average Remaining

 

 

Aggregate

 

(in thousands except per share amounts)

 

Options

 

 

Exercise Price

 

 

Contractual Life

 

 

Intrinsic Value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding-December 31, 2022

 

 

10,069

 

 

$ 0.47

 

 

 

4.6

 

 

$ -

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Granted

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Exercised

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Cancelled

 

 

(2,663 )

 

 

0.44

 

 

 

-

 

 

 

-

 

Outstanding-June 30, 2023

 

 

7,406

 

 

$ 0.48

 

 

 

4.1

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercisable-June 30, 2023

 

 

3,761

 

 

$ 0.67

 

 

 

3.4

 

 

$ -

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vested and expected to vest-June 30, 2023

 

 

7,406

 

 

$ 0.48

 

 

 

4.1

 

 

$ -

 

 

The weighted-average fair value of options granted during the three and six months ended June 30, 2022, estimated as of the grant date were $0.31. As of June 30, 2023, there was $287 of total unrecognized compensation cost related to non-vested options, which is expected to be recognized over a remaining weighted-average vesting period of 1.2 years.

The following table summarizes the status of restricted stock unit (“RSU”) grants and unvested awards at and for the six months ended June 30, 2023:

 

 

 

 

 

Weighted-Average

 

(in thousands)

 

RSUs

 

 

Fair Value

 

 

 

 

 

 

 

 

Outstanding-December 31, 2022

 

 

208

 

 

$ 1.1

 

 

 

 

 

 

 

 

 

 

Granted

 

 

-

 

 

 

-

 

Vested

 

 

-

 

 

 

-

 

Cancelled

 

 

(87 )

 

 

1.02

 

Outstanding-June 30, 2023

 

 

121

 

 

$ 1.1

 

 

As of June 30, 2023, there was $37 of total unrecognized compensation cost related to non-vested restricted stock units, which is expected to be recognized over a remaining weighted-average vesting period of 4.5 months.

 

For the three and six months ended June 30, 2022, the fair value of the stock options granted were determined using the Black-Scholes option-pricing model with the following weighted average assumptions at the time of grant. No options were granted for the three and six months ended June 30, 2023. No RSUs were granted for the three and six months ended June 30, 2023 or June 30, 2022.

 

Stock Options

 

 

 

Six Months Ended

 

 

 

June 30,

 

 

 

2022

 

Expected volatility

 

 

50 %

Dividend yield

 

 

0 %

Risk-free interest rate

 

 

1.0 %

Expected term in years

 

 

4.50