Stock-Based Compensation	3 Months Ended
Stock-Based Compensation	Sep. 30, 2023
Stock-Based Compensation [Abstract]
Stock-Based Compensation	12. Stock-based compensation The Company’s Amended and Restated 2022 Stock Incentive Plan (“20 22 Plan”) and the vesting terms of certain stock-based awards granted are described in Note 17 to the Company’s audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended June 30, 2023. Stock option and restricted stock activity Options The following table summarizes stock option activity for the three months ended September 30, 2023 and 2022: Number of shares Weighted average exercise price ($) Weighted average remaining contractual term (in years) Aggregate intrinsic value ($'000) Weighted average grant date fair value ($) Outstanding - June 30, 2023 673,274 4.37 5.14 239 1.67 Exercised (6,793) 3.07 - 5 - Forfeited (175,776) 3.58 - - 1.22 Outstanding - September 30, 2023 490,705 4.68 6.30 199 1.82 Outstanding - June 30, 2022 926,225 4.14 6.60 1,249 1.60 Exercised (2,000) 3.07 - 1 - Forfeited - - - - - Outstanding - September 30, 2022 924,225 4.14 6.36 226 1.60 No stock options were awarded during each of the three months ended September 30, 2023 and 2022. During the three months ended September 30, 2023 and 2022, respectively, the Company received approximately $ 0.02 million and $ 0.006 million from the exercise of 6,793 and 2,000 stock options. Employees and a non-employee director forfeited an aggregate of 175,776 stock options during the three months ended September 30, 2023. No stock options were forfeited during the three months ended September 30, 2022. 12. Stock-based compensation Stock option and restricted stock activity Options The following table presents stock options vested and expected to vest as of September 30, 2023: Number of shares Weighted average exercise price ($) Weighted average remaining contractual term (in years) Aggregate intrinsic value ($’000) Vested and expecting to vest - September 30, 2023 490,705 4.68 6.30 199 These options have an exercise price range of $ 3.01 to $ 11.23 . The following table presents stock options that are exercisable as of September 30, 2023: Number of shares Weighted average exercise price ($) Weighted average remaining contractual term (in years) Aggregate intrinsic value ($’000) Exercisable - September 30, 2023 341,317 5.05 5.77 121 No stock options became exercisable during each of the three months ended September 30, 2023 and 2022. The Company issues new shares to satisfy stock option exercises. Restricted stock The following table summarizes restricted stock activity for the three months ended September 30, 2023 and 2022: Number of shares of restricted stock Weighted average grant date fair value ($’000) Non-vested – June 30, 2023 2,614,419 11,869 Total vested (78,800) 302 Forfeitures (8,127) 32 Non-vested – September 30, 2023 2,527,492 11,475 Non-vested – June 30, 2022 2,385,267 11,879 Total Granted 212,080 1,167 Granted – July 2021 32,582 172 Granted – August 2021 179,498 995 Total vested (78,801) 410 Vested – July 2022 (78,801) 410 Non-vested – September 30, 2022 2,518,546 12,568 12. Stock-based compensation (continued) Stock option and restricted stock activity (continued) Restricted stock (continued) Grants No restricted stock was awarded during the three months ended September 30, 2023. In July 2022, the Company granted 32,582 shares of restricted stock to employees which have time -based vesting conditions. The Company agreed to match, on a one -for-one basis, an employee’s purchase of up to $ 1.0 million worth of the Company’s shares of common stock in open market purchases, and in August 2022, the Company granted 179,498 shares of restricted stock to the employee. These shares of restricted stock contain time-based vesting conditions. In October 2023, the Company awarded 225,000 shares of restricted stock to an executive officer which vest on June 30, 2025, except if the executive officer is terminated for cause, in which case the award will be forfeited. The Company also awarded 310,916 shares of restricted stock to three of its executive officers which are subject to a time-based vesting condition and a market condition and vest in full only on the date, if any, that the following conditions are satisfied: (1) a compounded annual 10 % appreciation in the Company’s stock price off a base price of $ 4.00 over the measurement period commencing on September 30, 2023 through November 17, 2026, and (2) the recipient is employed by the Company on a full-time basis when the condition in (1) is met. If either of these conditions is not satisfied, then none of the shares of restricted stock will vest and they will be forfeited. The Company’s closing price on September 30, 2023, was $ 3.90 . The appreciation levels (times and price) and vesting percentages as of each period ended are as follows: ● Prior to the first anniversary of the grant date: 0 %; ● Fiscal 2025, the Company’s 30-day volume weighted-average stock price (“VWAP”) before November 17, 2024 is approximately 1.10 times higher (i.e. $ 4.40 or higher) than $ 4.00 : 33 %; ● Fiscal 2026, the Company’s VWAP before November 17, 2025 is 1.21 times higher (i.e. $ 4.84 or higher) than $ 4.00 : 67 %; ● Fiscal 2027, the Company’s VWAP before November 1, 2026 is 1.33 times higher (i.e. $ 5.32 ) than $ 4.00 : 100 %. The Company also awarded 333,080 shares of restricted stock with time-based vesting conditions to approximately 150 employees in October 2023, which are subject to the employees continued employment with the Company through the applicable vesting dates. The Company has not yet determined the fair value of these shares of restricted stock awarded in October 2023. As fully described in Note 17 to the Company’s audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended June 30, 2023, the Company granted 19,443 shares to an advisor during the three months ended September 30, 2022 which were ineligible for transfer until the earlier of December 31, 2022, or the occurrence of the agreed event. Vesting In July 2023, 78,800 shares of restricted stock granted to Mr. Meyer vested. In July 2022, 78,801 shares of restricted stock granted to Mr. Meyer vested and he elected for 35,460 shares to be withheld to satisfy the withholding tax liability on the vesting of these shares. The 35,460 shares have been included in the Company’s treasury shares. Forfeitures During the three months ended September 30, 2023, employees forfeited 8,127 shares of restricted stock following their termination of employment with the Company. No shares of restricted stock were forfeited during the three months ended September 30, 2022. 12. Stock-based compensation (continued) Stock-based compensation charge and unrecognized compensation cost The Company recorded a stock-based compensation charge, net during the three months ended September 30, 2023 and 2022, of $ 1.8 million and $ 1.5 million, respectively, which comprised: Total charge Allocated to cost of goods sold, IT processing, servicing and support Allocated to selling, general and administration Three months ended September 30, 2023 Stock-based compensation charge $ 1,768 $ - $ 1,768 Reversal of stock compensation charge related to stock options and restricted stock forfeited (9) - (9) Total - three months ended September 30, 2023 $ 1,759 $ - $ 1,759 Three months ended September 30, 2022 Stock-based compensation charge $ 1,462 $ - $ 1,462 Total - three months ended September 30, 2022 $ 1,462 $ - $ 1,462 The stock-based compensation charges have been allocated to selling, general and administration based on the allocation of the cash compensation paid to the relevant employees. As of September 30, 2023, the total unrecognized compensation cost related to stock options was approximately $ 0.1 million, which the Company expects to recognize over approximately two years . As of September 30, 2023, the total unrecognized compensation cost related to restricted stock awards was approximately $ 5.8 million, which the Company expects to recognize over approximately two years . As of September 30, 2023, and June 30, 2023, respectively, the Company recorded a deferred tax asset of approximately $ 0.6 million and $ 0.6 million, related to the stock-based compensation charge recognized related to employees of Lesaka. As of September 30, 2023, and June 30, 2023, respectively, the Company recorded a valuation allowance of approximately $ 0.6 million and $ 0.6 million, related to the deferred tax asset because it does not believe that the stock-based compensation deduction would be utilized as it does not anticipate generating sufficient taxable income in the United States. The Company deducts the difference between the market value on the date of exercise by the option recipient and the exercise price from income subject to taxation in the United States.