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Note 5 - Shareholders' Equity
 9 Months Ended
Sep. 30, 2024
Notes to Financial Statements  
Equity [Text Block]

5. SHAREHOLDERS’ EQUITY

 

Dividends on Common Stock

 

During the nine months ended September 30, 2024, the Company's Board of Directors (“Board”) declared the following quarterly dividends under the Company's dividend policy:

 

Dividend Payment DateDividend Declaration Date Dividend Per Share Record Date Cash Outlay 
March 22, 2024February 19, 2024 $0.028 March 11, 2024 $849,000 
May 17, 2024April 22, 2024  0.028 May 6, 2024  851,000 
August 16, 2024July 22, 2024  0.028 August 5, 2024  851,000 
Total dividends  $0.084   $2,551,000 

 

Additionally, on October 21, 2024, the Board declared a quarterly cash dividend of $0.028 per share, payable on November 15, 2024 to holders of record on November 4, 2024. 

 

Stock-Based Compensation

 

The Company has stock awards outstanding under its 2016 Omnibus Incentive Plan and 2022 Omnibus Incentive Plan. The Company accounts for its stock-based compensation plans using the fair-value based method for costs related to share-based payments, including restricted share units (“RSUs”) and stock options. During the nine months ended September 30, 2024, the Company issued 110,573 RSUs subject to service-based time vesting, with a weighted average grant date fair value of $27.80 per share, measured based on the closing fair market value of the Company's stock on the date of the grant. During the nine months ended September 30, 2023, the Company issued 128,942 RSUs subject to service-based time vesting, with a weighted average grant date fair value of $23.61 per share, measured based on the closing fair market value of the Company’s stock on the date of grant. 

 

 

During the nine months ended  September 30, 2024, the Company granted 6,100 performance-based RSUs, the vesting of which occurs over a five-year period in increments of 10%, 15%, 20%, 25%, and 30% and is contingent upon continued service and achieving certain performance criteria established by the compensation committee of the Board (the “Compensation Committee”) on an annual basis based on performance in 2024, 2025, 2026, 2027, and 2028, respectively. The performance criteria for the first-year tranche, or 610 of these performance-based RSUs, is based on 2024 adjusted EBITDA. The measurement date for these 610 performance-based RSUs was established during the nine months ended  September 30, 2024 with a weighted average grant date fair value of $28.79 per share, measured based on the closing fair market value of the Company's stock on the date the performance criteria was established. The performance criteria for the remaining 5,490 performance-based RSUs has not yet been determined and will be established on an annual basis in 2025, 2026, 2027, and 2028, as applicable; therefore, the measurement date for these remaining 5,490 performance-based RSUs cannot be determined until the performance criteria have been established. 

 

During the nine months ended  September 30, 2023, the Company granted 138,000 performance-based RSUs, the vesting of which occurs over a five-year period in increments of 15%, 20%, 20%, 20%, and 25% and is contingent upon continued service and achieving certain performance criteria established by the compensation committee of the Board (the “Compensation Committee”) on an annual basis based on performance in 2023, 2024, 2025, 2026, and 2027, respectively. The performance criteria for the second-year tranche, or 27,600 of these performance-based RSUs, is based on 2024 adjusted EBITDA. The measurement date for these 27,600 performance-based RSUs was established during the nine months ended September 30, 2024 with a weighted average grant date fair value of $26.79 per share, measured based on the closing fair market value of the Company's stock on the date the performance criteria was established. The performance criteria for the remaining 89,700 performance-based RSUs has not yet been determined and will be established on an annual basis in 2025, 2026, and 2027, as applicable; therefore, the measurement date for these remaining 89,700 performance-based RSUs cannot be determined until the performance criteria have been established. 

 

During the nine months ended  September 30, 2022, the Company granted 91,042 performance-based RSUs, the vesting of which occurs over a five-year period in increments of 15%, 20%, 20%, 20%, and 25% and is contingent upon continued service and achieving certain performance criteria established by the Compensation Committee on an annual basis based on performance in 2022, 2023, 2024, 2025, and 2026, respectively. The performance criteria and measurement date for the third-year tranche, or 18,211 of these performance-based RSUs, is based on 2024 adjusted EBITDA and was established during the nine months ended  September 30, 2024 with a grant date fair value of $26.79 per share, measured based on the closing fair market value of the Company's stock on the date the performance criteria was established. The performance criteria for the remaining 40,967 performance-based RSUs has not yet been determined and will be established on an annual basis in 2025 and 2026, as applicable; therefore, the measurement date for these remaining 40,967 performance-based RSUs cannot be determined until the performance criteria have been established.

 

Total stock-based compensation expense recognized in the Condensed Consolidated Statements of Income is as follows (in thousands):

 

  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
  

2024

  

2023

  

2024

  

2023

 

Cost of revenues (excluding depreciation and amortization)

 $49  $50  $152  $149 

Product development

  200   188   599   542 

Sales and marketing

  139   131   415   374 

Other general and administrative

  743   669   2,119   2,011 

Total stock-based compensation expense

 $1,131  $1,038  $3,285  $3,076