7.	STOCKHOLDERS’ EQUITY

Stock Based Compensation

Shares Available For Issuance

In the fiscal year ended April 30, 2007, we adopted the 2006 Stock Incentive Plan (“2006 Plan”). The 2006 Plan was amended in the fiscal year ended April 30, 2010. Under the 2006 Plan, we may grant awards up to an aggregate amount of shares equal to the sum of: (i) 2,475 shares of Class A common stock (subject to adjustment in the event of stock splits and other similar events), plus (ii) such additional number of shares of Class A common stock as were subject to options granted under our 1993 Incentive Stock Option Plan, 1994 Non-statutory Stock Option Plan, 1996 Option Plan, and 1997 Stock Option Plan (“Prior Plans”), which were not actually issued under the Prior Plans because such options expire or otherwise result in shares not being issued. As of September 30, 2015, there were 1,129 Class A common stock equivalents available for future grant under the 2006 Plan, inclusive of additional Class A common stock equivalents that were previously issued under our terminated plans and have become available for grant because such awards expired or otherwise resulted in shares not being issued. The 2006 Plan is terminated by its terms on October 9, 2016 and accordingly we expect to implement a new stock incentive plan which would be recommended to stockholders for approval at the 2016 Annual Meeting of Stockholders.

Stock Options

Stock options under the 2006 Plan are granted at a price equal to the prevailing fair market value of our Class A common stock at the date of grant. Generally, stock options granted have a term not to exceed ten years and vest over a one to four year period from the date of grant.

A summary of stock option activity for the nine months ended September 30, 2015 is as follows:


	Stock Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (years)		Aggregate Intrinsic Value
Outstanding, December 31, 2014		1,380		$	7.70
Granted		—		$	—
Exercised		(33	)	$	4.85
Forfeited		(177	)	$	12.13

Outstanding, September 30, 2015		1,170		$	7.11		5.1	$	1,016

Exercisable, September 30, 2015		681		$	8.91		3.1	$	433

Expected to vest, September 30, 2015		1,169		$	7.12		5.1	$	1,015

Stock-based compensation expense for stock options was $161 and $478 during the three and nine months ended September 30, 2015, respectively, as compared to $148 and $363 during the three and nine months ended September 30, 2014, respectively.

As of September 30, 2015, total unrecognized stock-based compensation expense related to outstanding stock options was $612, which will be recognized over a weighted average period of 0.9 years.

Other Stock Awards

We grant restricted stock awards, restricted stock units and performance stock units under the 2006 Plan at a price equal to the fair market value of our Class A common stock at the date of grant. Restricted stock awards granted to non-employee directors vest incrementally over a three year period beginning on the first anniversary of the date of grant. Restricted stock units vest incrementally over an identified service period beginning on the grant date based on continued employment. Performance stock units vest on the third fiscal year-end following the grant date and are based on our attainment of a targeted average return on net assets as of the vesting date.

A summary of restricted stock, restricted stock unit and performance stock unit activity for the nine months ended September 30, 2015 is as follows:


	Restricted Stock, Restricted Stock Units, and Performance Stock Units (1)			Weighted Average Grant Price		Weighted Average Remaining Contractual Term (years)		Aggregate Intrinsic Value
Outstanding, December 31, 2014		1,048		$	4.79
Granted		579		$	4.25
Class A Common Stock Vested		(353	)	$	4.67
Forfeited		(286	)	$	5.10

Outstanding, September 30, 2015		988		$	4.42		2.0	$	1,363

Expected to vest, September 30, 2015		829		$	4.43		1.9	$	1,137

(1)	Performance stock units are included at the 100% attainment level. As of September 30, 2015, no performance stock units remain outstanding.

Stock-based compensation expense related to restricted stock and restricted stock units was $706 and $1,785 during the three and nine months ended September 30, 2015, respectively, as compared to $464 and $1,322 during the three and nine months ended September 30, 2014, respectively. Stock-based compensation expense related to restricted stock and restricted stock units during the three and nine months ended September 30, 2015 includes $270 of incremental compensation expense resulting from the modification of restricted stock awards associated with the retirement of two members of our board of directors.

During the three and nine months ended September 30, 2015, the total fair value of other stock awards vested was $275 and $1,988, respectively.

As of September 30, 2015, total unrecognized compensation expense related to outstanding restricted stock and restricted stock units was $2,851, which will be recognized over a weighted average period of 1.9 years.

We also recorded $24 and $62 of stock-based compensation expense related to our Employee Stock Purchase Plan during the three and nine months ended September 30, 2015, respectively, as compared to $16 and $56 during the three and nine months ended September 30, 2014, respectively.

Accumulated Other Comprehensive Income (Loss)

The change in the balance of accumulated other comprehensive income (loss), which is included as a component of our stockholders’ deficit, for the nine months ended September 30, 2015 is as follows:


	Marketable Securities
Balance as of December 31, 2014	$	58
Other comprehensive loss before reclassifications		(75	)
Amounts reclassified from accumulated other comprehensive income (loss)		—

Net current-period other comprehensive loss		(75	)

Balance as of September 30, 2015	$	(17	)

Recent Stockholder Events

On April 7, 2015, JCP Investment Partnership, LP notified us of its intention to nominate Brett W. Frazier, James C. Pappas and Joseph B. Swinbank for election as directors at our 2015 Annual Meeting of Stockholders in opposition to the three candidates that will be recommended for election by our Board of Directors. According to Amendment No. 2 to the Schedule 13D filed with the SEC by JCP Investment Partnership, LP, JCP Single-Asset Partnership, LP, JCP Investment Partners, LP, JCP Investment Holdings, LLC, JCP Investment Management, LLC and James C. Pappas (collectively, the “JCP Group”) on September 10, 2015, the JCP Group beneficially owns approximately 5.7% of our outstanding Class A common stock. On September 29, 2015, the JCP Group filed its definitive proxy statement and definitive proxy card with the SEC with respect to its intended solicitation of proxies from our stockholders for the election of its two proposed nominees to our Board of Directors at our 2015 Annual Meeting of Stockholders. In its definitive proxy statement, the JCP Group indicated that it had dropped Mr. Swinbank from the slate of proposed nominees and that it was seeking to replace two members of our Board of Directors.