Share-Based Compensation

6 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

(17)

Share-Based

Compensation

The Incentive Plan under which the board is currently authorized to grant awards of incentive stock options, nonstatutory stock options, restricted stock units or restricted stock up to 6,029,445 shares of Class A common stock to eligible recipients, as defined in the Incentive Plan. As of June 30, 2023, 500,000 shares were issued to the Chief Executive Officer of the Company. These shares were considered fully vested and exercised at June 30, 2023 with a fair value price of $3.23 per share. The Company recognized compensation expense of $1.6 million, for the three and six months ended June 30, 2023, respectively, which is included within selling, general and administrative expenses in the consolidated Statement of Income (Loss) and Comprehensive Income (Loss).

BitAccess maintained a stock option plan for its employees under the Amended and Restated Stock Option Plan, (the “BitAccess Plan”). Pursuant to BitAccess Plan agreement, awards of stock options and restricted stock units (“RSU”) are permitted to be made to employees and shareholders of BitAccess. As of June 30, 2023, all awards under the BitAccess Plan had been issued.

The options under the BitA

cess Plan generally vest over a

two-year

period following the

one-year

anniversary of the date of grant and expire not more than 10 years from the date of grant.

A summary of the BitAccess Plan’s stock option activity and related information is as follows:


	Amount or number of Options			Weighted-average exercise price		Weighted-average remaining contractual term		Weighted-average grant-date fair value
Outstanding at January 1, 2023		106,938		$	0.59		8.73	$	4.26
Granted		39,600			2.86		9.76		3.05
Exercised		(68,058	)		—		—		4.44
Forfeited		—			—		—		—

Outstanding at June 30, 2023		78,480		$	2.86		9.21	$	3.09

Vested at June 30, 2023		4,167		$	2.86		—	$	3.07


	Amount or number of Options			Weighted-average exercise price			Weighted-average remaining contractual term		Weighted-average grant-date fair value
Outstanding at January 1, 2022		308,253		$	—			9.55	$	4.44
Granted		84,380			2.86			9.34		3.10
Exercised		(240,195	)		—			—		4.44
Forfeited		(45,500	)		(2.86	)		—		(3.10	)

Outstanding at December 31, 2022		106,938		$	0.59			8.73	$	4.26

Vested at December 31, 2022		1,719		$	2.86			—	$	3.02

The RSUs under the BitAccess Plan generally vest over a

two-year

period beginning following the

one-year

anniversary of the date of grant and expire not more than 10 years from the date of grant. A summary of the BitAccess Plan’s restricted stock unit award activity is as follows:


	Restricted
	Stock Units
Outstanding at January 1, 2023		81,142
Exercised		(55,501	)

Outstanding at June 30, 2023		25,641

Outstanding at January 1, 2022		237,600
Exercised		(156,458	)

Outstanding at December 31, 2022		81,142

The Company recognized compensation expense of $0.4 million and $0.6 million during the six months ended June 30, 2023 and 2022, respectively, related to the BitAc

ess Plan. The Company recognized compensation expense of $0.2 million and $0.3 million during the three months ended June 30, 2023 and 2022, respectively. These amounts are included in selling, general and administrative expenses in the consolidated Statements of Income (Loss) and Comprehensive Income (Loss). As of June 30, 2023, there was $0.6 million of unrecognized compensation expense related to BitAc

ess Plan’s unvested share options and nonvested restricted shares.

Phantom Equity Participation Plan

The Company had a Phantom Equity Participation Plan dated July 25, 2021 (the “Phantom Plan”) for certain employees. The Phantom Plan awards eligible participants performance units entitling the holder to receive cash payments contingent upon certain qualifying events. The performance units vest according to the terms approved in the Phantom Plan, contingent upon the employee remaining continuously in service with the Company through the date of the qualifying event. Total units available to be issued under the plan were 15,000, and total units issued were 1,200 as of June 30, 2023. As result of the Merger, the qualifying events was triggered and the Company recorded a liability of $0.4 million as of June 30, 2023 and terminated the Phantom Plan. The remaining 50% will be paid in the form of share based compensation.