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Stock Based Compensation Plan

9 Months Ended

Sep. 30, 2024

Stock Based Compensation Plan

Stock Based Compensation Plan

Note 10— Stock Based Compensation Plan

The Company’s share-based compensation plan, approved by stockholders and effective April 28, 2015 (the “2015 Plan”), provides for the grant of share-based awards in the form of incentive stock options, non-incentive stock options, restricted stock and restricted stock

units to directors and employees. The Company has reserved 976,211 shares of voting common stock for issuance under the 2015 Plan, which will remain in effect until April 28, 2025. The Company’s Compensation Committee administers the 2015 Plan and has the authority to determine the terms and conditions of each award thereunder. As of September 30, 2024, 278,404 shares are available to grant in future periods under the 2015 Plan.

The Company’s previous share-based compensation plan, the 2006 Stock Option Plan (the “2006 Plan”), provided for the grant of share-based awards in the form of incentive stock options and non-incentive stock options to directors and employees. As amended, the 2006 Plan provided for awards of up to 1,490,700 shares. In April 2015, the 2006 Plan was terminated and replaced with the 2015 Plan. Options outstanding prior to April 28, 2015 were granted under the 2006 Plan and shall be subject to the provisions of the 2006 Plan.

To date, options granted under the 2015 Plan typically vest over five years and expire 10 years from the grant date. Under the 2015 Plan, the exercise price of options may not be less than 100% of fair market value at the grant date with a maximum term for an option award of 10 years from the grant date.

The table below provides a summary of the stock options activity for the nine months ended September 30, 2024.


		September 30, 2024
				Weighted Average			Aggregate Intrinsic
		Shares		Exercise Price			Value
Outstanding at January 1, 2024		162,147		$	11.77
Granted		—			—
Exercised		(92,038)			11.77
Forfeited or expired		(7,574)			11.94
Outstanding at September 30, 2024		62,535			11.77		$	500,765
Exercisable September 30, 2024		62,535		$	11.77		$	500,765

The aggregate intrinsic value of stock options in the table above represents the total amount by which the current market value of the underlying stock exceeds the exercise price of the option that would have been received by the Company had all option holders exercised their options on September 30, 2024. The intrinsic value of options exercised was $106 thousand and $677 thousand for the three and nine months ended September 30, 2024, respectively, and $0 and $370 thousand for the three and nine months ended September 30, 2023, respectively. These amounts and the intrinsic values noted in the table above change based on changes in the market value of the Company’s voting common stock.

The table below provides a summary of the stock options outstanding and exercisable as of September 30, 2024.


		September 30, 2024
		Options Outstanding				Options Exercisable
				Weighted Average				Weighted Average
				Remaining				Remaining
		Number		Contractual Life		Number		Contractual Life
Exercise Prices		Outstanding		in Years		Exercisable		in Years
$11.01 - $12.00		62,223		0.56		62,223		0.56
$12.01 - $13.00		312		0.88		312		0.88
Total		62,535		0.56		62,535		0.56

There were no options granted during the three or nine months ended September 30, 2024 or September 30, 2023.

The Company did not record any share-based compensation expense applicable to the Company’s share-based compensation plans for stock options during the three and nine months ended September 30, 2024 or September 30, 2023.

The Company does not have any unrecognized share-based compensation expense related to nonvested options as of September 30, 2024.

The table below provides a summary of the restricted stock awards granted under the 2015 plan for the nine months ended September 30, 2024.


		September 30, 2024
				Weighted Average
		Shares		Grant Date Fair Value
Nonvested at January 1, 2024		47,318		$	23.12
Granted		1,750			17.49
Vested		(2,815)			16.20
Forfeited		(500)			23.66
Nonvested at September 30, 2024		45,753			23.32

Compensation expense for restricted stock grants is recognized over the vesting period of the awards based on the fair value of the Company’s voting common stock at issue date. The fair value of the stock was determined using the closing stock price on the day of grant. The restricted stock grants vest over two to five years. The Company awarded restricted stock grants for 180 shares of common stock during the nine months ended September 30, 2023.

Share-based compensation expense applicable to the Company’s share-based compensation plans for restricted stock grants was $132 thousand and $130 thousand for the three months September 30, 2024 and September 30, 2023, respectively. The total fair value of the shares, which vested during the three months ended September 30, 2024 and September 30, 2023, was $0 and $8 thousand, respectively.

Share-based compensation expense applicable to the Company’s share-based compensation plans for restricted stock grants was $397 thousand and $464 thousand for the nine months ended September 30, 2024 and September 30, 2023, respectively. The total fair value of the shares, which vested during the nine months ended September 30, 2024 and September 30, 2023, was $56 thousand and $218 thousand, respectively.

Unrecognized share-based compensation expense related to nonvested restricted stock grants amounted to $658 thousand as of September 30, 2024. This amount is expected to be recognized over a weighted-average period of 1.7 years.