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Pay vs Performance Disclosure - USD ($)
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure    
Pay vs Performance Disclosure, Table

Pay Versus Performance

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation the Company is providing the following information about the relationship between executive compensation actually paid and certain financial performance of the Company. The Company is a smaller reporting company pursuant to Rule 405 of the Securities Act and, as such, is only required to include information for the past two fiscal years in the table below.

Pay versus performance table

 

Year

Summary Compensation Table Total for PEO ($) (1)

 

Compensation Actually Paid to PEO ($) (2)

 

Average Summary Compensation Table Total for non-PEO NEOs ($) (3)

 

Average Compensation Actually Paid to non-PEO NEOs ($) (4)

 

Value of Initial Fixed $100 Investment Based on Total Shareholder Return ($) (5)

 

Net Income, in thousands ($) (6)

 

2022

 

358,800

 

 

523,780

 

 

382,711

 

 

444,912

 

 

59.10

 

 

(9,926

)

2021

 

526,513

 

 

409,933

 

 

393,322

 

 

354,973

 

 

53.62

 

 

(19,322

)
 
Named Executive Officers, Footnote The names of each of the named executive officers (excluding the Chief Executive Officer) included for purposes of calculating the average amounts in each applicable year are Thomas A. Keuer and Christopher D. Ozeroff.  
PEO Total Compensation Amount $ 358,800 $ 526,513
PEO Actually Paid Compensation Amount $ 523,780 409,933
Adjustment To PEO Compensation, Footnote

(2) The dollar amounts reported represent the amount of “compensation actually paid,” as computed in accordance with SEC rules. The dollar amounts do not reflect the actual amount of compensation earned by or paid during the applicable year. In accordance with SEC rules, these amounts reflect “Total” as set forth in the Summary Compensation Table for each year, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The valuation assumptions used in the calculation of such amounts are set forth in Note 8— “Share-based Compensation” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 as filed with the SEC on February 24, 2023.

 

 

Compensation Actually Paid to PEO

Fiscal Year
Ended 2022

 

 

Fiscal Year
Ended 2021

 

 

 

 

 

 

 

 

 

Summary Compensation Table Total

$

358,800

 

 

$

526,513

 

 

Less, value of "Option Awards" reported in Summary Compensation Table

 

—

 

 

 

(162,956

)

 

Plus, year-end fair value of outstanding and unvested equity awards granted in the year

 

—

 

 

 

151,275

 

 

Plus, fair value as of vesting date of equity awards granted and vested in the year

 

—

 

 

 

—

 

 

Plus (less), year over year change in fair value of outstanding and unvested equity awards granted in prior years

 

37,325

 

 

 

(222,983

)

 

Plus (less), year over year change in fair value of equity awards granted in prior years that vested in the year

 

127,655

 

 

 

118,084

 

 

Less, prior year-end fair value for any equity awards forfeited in the year

 

—

 

 

 

—

 

 

 

 

 

 

 

 

 

Compensation Actually Paid to PEO

$

523,780

 

 

$

409,933

 

 

 

 

 

 

 

 

 
 
Non-PEO NEO Average Total Compensation Amount $ 382,711 393,322
Non-PEO NEO Average Compensation Actually Paid Amount $ 444,912 354,973
Adjustment to Non-PEO NEO Compensation Footnote

(3) The dollar amounts reported represent the average of the amounts reported for our named executive officers as a group (excluding the Chief Executive Officer) in the “Total” column of the “Summary Compensation Table” in each applicable year. The names of each of the named executive officers (excluding the Chief Executive Officer) included for purposes of calculating the average amounts in each applicable year are Thomas A. Keuer and Christopher D. Ozeroff. The valuation assumptions used in the calculation of such amounts are set forth in Note 8— “Share-based Compensation” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 as filed with the SEC on February 24, 2023.

(4) The dollar amounts reported represent the average amount of “compensation actually paid” to the named executive officers as a group (excluding the Chief Executive Officer), as computed in accordance with SEC rules. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the named executive officers as a group (excluding the Chief Executive Officer) during the applicable year. In accordance with the SEC rules, these amounts reflect “Total” as set forth in the Summary Compensation Table for each year, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant.

 

Average Compensation Actually Paid to Non-PEO NEOs

Fiscal Year
Ended 2022

 

 

Fiscal Year
Ended 2021

 

 

Average Summary Compensation Table Total

$

382,711

 

 

$

393,322

 

 

Less, average value of "Option Awards" and "Stock Awards" reported in Summary Compensation Table

 

(44,200

)

 

 

(53,604

)

 

Plus, average year-end fair value of outstanding and unvested equity awards granted in the year

 

47,400

 

 

 

49,761

 

 

Plus, average fair value as of vesting date of equity awards granted and vested in the year

 

—

 

 

 

—

 

 

Plus (less), average year over year change in fair value of outstanding and unvested equity awards granted in prior years

 

17,055

 

 

 

(73,350

)

 

Plus (less), average year over year change in fair value of equity awards granted in prior years that vested in the year

 

41,946

 

 

 

38,844

 

 

Less, average prior year-end fair value for any equity awards forfeited in the year

 

—

 

 

 

—

 

 

 

 

 

 

 

 

 

Average Compensation Actually Paid to Non-PEO NEOs

$

444,912

 

 

$

354,973

 

 

 

 

 

 

 

 

 
 
Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid and Cumulative TSR

img212962184_2.jpg 

  
Compensation Actually Paid vs. Net Income

Compensation Actually Paid and Net Income (Loss)

img212962184_3.jpg 

  
Total Shareholder Return Amount $ 59.1 53.62
Net Income (Loss) $ (9,926,000) $ (19,322,000)
PEO Name Dr. Michael R. Bristow Dr. Michael R. Bristow
PEO | Less, Value Of Option Awards And Stock Awards [Member]    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount   $ (162,956)
PEO | Plus, Year-End Fair Value of Outstanding and Unvested Equity Awards Granted in the Year [Member]    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount   151,275
PEO | Plus (Less), Year over Year Change in Fair Value of Outstanding and Unvested Equity Awards Granted in Prior Years [Member]    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount $ 37,325 (222,983)
PEO | Plus (Less), Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year [Member]    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 127,655 118,084
Non-PEO NEO | Less, Average Value of "Option Awards" and "Stock Awards" Reported in Summary Compensation Table [Member]    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount (44,200) (53,604)
Non-PEO NEO | Plus, Average Year-End Fair Value of Outstanding and Unvested Equity Awards Granted in the Year [Member]    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 47,400 49,761
Non-PEO NEO | Plus (Less), Average Year over Year Change in Fair Value of Outstanding and Unvested Equity Awards Granted in Prior Years [Member]    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 17,055 (73,350)
Non-PEO NEO | Plus (Less), Average Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year [Member]    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount $ 41,946 $ 38,844