XML 37 R13.htm IDEA: XBRL DOCUMENT
v3.20.1

Note 7 - Share-based Compensation | 3 Months Ended
--- | ---
Mar. 31, 2020
Notes to Financial Statements |
Share-based Payment Arrangement [Text Block] | 7 . Share-based Compensation Service Vesting-Based Stock Options The following is a summary of service vesting based stock option activity for the three month period ended March 31, 2020, and the status of stock options outstanding at March 31, 2020:
|  | Three Month s Ended |
|  | March 31, 20 20 |
|  | Options |  |  | Weighted Avg. Exercise Price |
Outstanding at beginning of period |  |  | 1,570,455 |  |  | $ | 1.96 |
Granted |  |  | — |  |  | $ | — |
Exercised |  |  | (251,180 | ) |  | $ | 1.84 |
Forfeited |  |  | — |  |  | $ | — |
Expired |  |  | — |  |  | $ | — |
Outstanding at March 31, 2020 |  |  | 1,319,275 |  |  | $ | 1.98 |
Service vesting-based stock options exercisable at March 31, 2020 |  |  | 1,263,377 |  |  | $ | 1.96 |
We recognized stock compensation expense of $61,000 and $144,000 related to service vesting-based options during the three month periods ending March 31, 2020 and 2019, respectively. As of March 31, 2020, there was $9.9 million of aggregate intrinsic value of outstanding service vesting-based stock options, including $9.5 million of aggregate intrinsic value of exercisable service vesting-based stock options. Intrinsic value is the total pretax intrinsic value for all “in-the-money” options (i.e., the difference between the Company’s closing stock price on the last trading day of the quarter and the exercise price, multiplied by the number of shares) that would have been received by the option holders had all option holders exercised their options on March 31, 2020. This amount will change based on the fair market value of the Company’s stock. During the quarters ended March 31, 2020 and 2019 intrinsic value of service vesting-based awards exercised was $3.0 million and $1.4 million, respectively. Total unrecognized compensation cost of service vesting-based stock options at March 31, 2020 of $86,000 is expected to be recognized over a weighted average period of 1.2 years. Performance-based Stock Options The following is a summary of performance-based stock option activity under our stock option plans for the three months ended March 31, 2020, and the status of performance-based stock options outstanding at March 31, 2020:
|  | Three Month s Ended March 31, 2020 |
|  | Options |  |  | Wtd. Avg. Exercise Price |
Outstanding at beginning of period |  |  | 737,497 |  |  | $ | 1.64 |
Granted |  |  | — |  |  | $ | — |
Exercised |  |  | (17,113 | ) |  | $ | 1.64 |
Outstanding performance-based at March 31, 2020 |  |  | 720,384 |  |  | $ | 1.64 |
Performance-based stock options exercisable at March 31, 2020 |  |  | 720,384 |  |  | $ | 1.64 |
As of March 31, 2020, there was $5.7 million of aggregate intrinsic value of outstanding and exercisable performance-based stock options. Intrinsic value is the total pretax intrinsic value for all “in-the-money” options (i.e., the difference between the Company’s closing stock price on the last trading day of the quarter and the exercise price, multiplied by the number of shares) that would have been received by the option holders had all option holders exercised their options on March 31, 2020. This amount will change based on the fair market value of the Company’s stock. The weighted average remaining contractual life of performance-based options outstanding and exercisable at March 31, 2020, is 1.7 years. All compensation cost of performance-based stock options outstanding at March 31, 2020 has been recognized. There were no stock options granted to employees and non-employee directors in the three month periods ended March 31, 2020 and 2019. Restricted Stock Service vesting-based restricted stock The following is a summary of service vesting-based restricted stock activity for the three month period ended March 31, 2020, and the status of unvested service vesting-based restricted stock outstanding at March 31, 2020:
|  | Thr ee Months Ended March 31, 20 20 |
|  | Number of Restricted Shares |  |  | Grant-Date Fair Value |
Unvested outstanding at beginning of period |  |  | 429,399 |  |  | $ | 13.25 |
Granted |  |  | 175,971 |  |  | $ | 9.43 |
Vested |  |  | (53 026 | ) |  | $ | 12.90 |
Forfeited |  |  | (7,000 | ) |  | $ | 15.92 |
Unvested outstanding at March 31, 2020 |  |  | 545,344 |  |  | $ | 12.01 |
The aggregate fair value of the service vesting-based awards granted during the three months ended March 31, 2020 and 2019 was $1.7 million and $2.6 million, respectively, which represents the market value of BioLife common stock on the date that the restricted stock awards were granted. The aggregate fair value of the service vesting-based restricted stock awards that vested was $813,000 and $853,000 for the three months ended March 31, 2020 and March 31, 2019, respectively. We recognized stock compensation expense of $394,000 and $255,000 related to service vesting-based restricted stock awards for the three months ended March 31, 2020 and March 31, 2019, respectively. As of March 31, 2020, there was $5.7 million in unrecognized compensation costs related to service vesting-based restricted stock awards. We expect to recognize those costs over 3.3 years. Performance-based restricted stock On March 25, 2020 the Company granted 82,805 shares of performance-based stock to its executives in the form of restricted stock. The shares granted contain a performance condition based on several Company metrics related to 2020 performance. The performance-based restricted stock awards will vest as to between 0% and 125% of the number of restricted shares granted to each recipient. The grant date fair value of this award was $9.18 per share. The fair value of this award will be expensed on a straight-line basis over the requisite service period ending on December 31, 2020. We recognized stock compensation expense of $189,000 for the three months ended March 31, 2020 related to performance-based restricted stock awards. As of March 31, 2020, there was $571,000 in unrecognized non-cash compensation costs related to performance-based restricted stock awards expected to vest. We expect to recognize those costs over 0.8 years. Performance-based restricted stock in lieu of cash On March 25, 2020 the board of directors granted 34,154 restricted stock awards, at a fair value grant date of $9.18 per share, in lieu of the 2019 cash performance bonus for our executive compensation plan. The award vests in full on September 25, 2020 regardless of employment status on that date. All expenses related to these awards were incurred in the year ended December 31, 2019. Market-based restricted stock On February 25, 2019 the Company granted 94,247 shares and on April 1, 2019 granted 29,604 shares of market-based stock to its executives in the form of restricted stock. The shares granted contain a market condition based on Total Shareholder Return (“TSR”). The TSR market condition measures the Company’s performance against a peer group. The market-based restricted stock awards will vest as to between 0% and 200% of the number of restricted shares granted to each recipient based on our total shareholder return during the period beginning on January 1, 2019 through December 31, 2020 as compared to the total shareholder return of 20 of our peers. The fair value of this award was determined using a Monte Carlo simulation with the following assumptions: a historical volatility of 69%, 0% dividend yield and a risk-free interest rate of 2.5%. The historical volatility was based on the most recent 2 -year period for the Company and correlated with the components of the peer group. The stock price projection for the Company and the components of the peer group assumes a 0% dividend yield. This is mathematically equivalent to reinvesting dividends in the issuing entity over the performance period. The risk-free interest is based on the yield on the U.S. Treasury Strips as of the Measurement Date with a maturity consistent with the 2 -year term associated with the market condition of the award. The fair value of this award will be expensed on a straight-line basis over the grant date to the vesting date of December 31, 2020. On March 25, 2020 the Company granted 109,140 shares of market-based stock to its executives in the form of restricted stock. The shares granted contain a market condition based on TSR. The TSR market condition measures the Company’s performance against a peer group. The market-based restricted stock awards will vest as to between 0% and 200% of the number of restricted shares granted to each recipient based on our total shareholder return during the period beginning on January 1, 2020 through December 31, 2021 as compared to the total shareholder return of 20 of our peers. The fair value of this award was determined using a Monte Carlo simulation with the following assumptions: a historical volatility of 78%, 0% dividend yield and a risk-free interest rate of 0.3%. The historical volatility was based on the most recent 2 -year period for the Company and correlated with the components of the peer group. The stock price projection for the Company and the components of the peer group assumes a 0% dividend yield. This is mathematically equivalent to reinvesting dividends in the issuing entity over the performance period. The risk-free interest is based on the yield on the U.S. Treasury Strips as of the Measurement Date with a maturity consistent with the 2 -year term associated with the market condition of the award. The fair value of this award will be expensed on a straight-line basis over the grant date to the vesting date of December 31, 2021. We recognized stock compensation expense of $469,000 and $132,000 for the three months ended March 31, 2020 and 2019, respectively, related to market-based restricted stock awards. As of March 31, 2020, there was $2.6 million in unrecognized non-cash compensation costs related to market-based restricted stock awards expected to vest. We expect to recognize those costs over 1.2 years. We recorded total stock compensation expense for the three month periods ended March 31, 2020 and 2019, as follows:
|  | Three Months Ended March 31, |
(In thousands) |  | 20 20 |  |  | 201 9 |
Research and development costs |  | $ | 174 |  |  | $ | 67 |
Sales and marketing costs |  |  | 229 |  |  |  | 154 |
General and administrative costs |  |  | 577 |  |  |  | 278 |
Cost of product sales |  |  | 133 |  |  |  | 32 |
Total |  | $ | 1,113 |  |  | $ | 531 |

X
- Definition The entire disclosure for share-based payment arrangement. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -URI http://asc.fasb.org/topic&trid=2228938 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_DisclosureTextBlockAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration