In March 2021, we filed a universal shelf registration statement on Form S-3 with the Securities and Exchange Commission (“SEC”) to provide access to additional capital, if needed. Pursuant to the shelf registration statement, we may from time to time offer to sell in one or more offerings shares of our common stock or other securities having an aggregate value of up to $150,000 (which includes 1,480 of unsold securities that were previously registered on other registration statements effective at the time of this filing of our current S-3). The shelf registration statement relating to these securities became effective on April 21, 2021. As of December 31, 2022, there is $150,000 available under the shelf registration statement.

Also in March 2021, we filed an acquisition shelf registration statement on Form S-4 with the SEC to allow for us to issue securities in future business combinations, Pursuant to the acquisition shelf registration statement, we may from time to time issue up to 12,500 shares of our common stock as consideration in future business combinations. The shelf registration statement relating to these securities became effective on April 21, 2021. As of December 31, 2022, there are 12,500 shares of common stock available for issuance under this acquisition shelf registration statement.

On March 10, 2020, our Board of Directors authorized a stock repurchase plan, under which we may repurchase up to $5,000 of our outstanding common stock. This stock repurchase program is in addition to 364 shares available under our stock repurchase plan existing prior to March 10, 2020.

Under this stock repurchase program, we may repurchase shares in accordance with all applicable securities laws and regulations, including Rule 10b-18 of the Securities Exchange Act of 1934, as amended. The extent to which we repurchase our shares, and the timing of such repurchases, will depend upon a variety of factors, including market conditions, regulatory requirements and other corporate considerations, as determined by our management. The repurchase program may be extended, suspended or discontinued at any time. We expect to finance the program from existing cash resources.

Employees and consultants of the Company, its subsidiaries and affiliates, as well as members of our board, are eligible to receive awards under the 2018 Plan. The 2018 Plan provides for the grant of stock options, including incentive stock options (“ISOs”) and nonqualified stock options (“NQSOs”), stock appreciation rights, restricted stock, restricted stock units ("RSUs"), performance bonus awards, performance stock unit awards, other stock or cash-based awards and dividend equivalents to eligible individuals. We generally grant stock options with exercise prices equal to the fair market value at the time of grant. The options generally vest over three to four years and are exercisable for a period of five to ten years beginning with the date of grant.

The number of shares available for issuance under the 2018 Plan is 4,350 shares. We have 1,932 options and 281 RSUs granted and outstanding pursuant to the 2018 Plan as of December 31, 2022.

We use the Black-Scholes option valuation model to value employee stock awards. We estimate stock price volatility based upon our historical volatility. Estimated option life and forfeiture rate assumptions are derived from historical data. For stock-based compensation awards with graded vesting, we recognize compensation expense using the straight-line amortization method.

Total compensation expense recognized in the Consolidated Statements of Comprehensive Income (Loss) for stock based awards was $3,179 and $2,990 for 2022 and 2021, respectively.


	2022			2021
Grant date fair value	$	2.47		$	3.63
Risk-free interest rate	1.92		%	0.64		%
Expected volatility	51		%	61		%
Expected life	2.88 years			3.99 years
Dividend yield	—			—


	Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
Outstanding, beginning of year	1,871	$	8.03
Granted	453	6.65
Exercised	(13)	6.96
Cancelled	(379)	7.81
Outstanding, end of year	1,932	$	7.30	3.16	$	4,034

Vested and expected to vest	1,793	$	7.30	3.12	$	3,754
Exercisable	941	$	7.33	2.67	$	1,988

The total intrinsic value of options exercised during the years ended December 31, 2022 and 2021 was $20 and $110, respectively. As of December 31, 2022, total compensation cost not yet recognized related to nonvested share options was $2,669, which is expected to be recognized over a weighted average period of 1.65 years.

The following table summarizes activity related to RSUs during the year ended December 31, 2022 (in thousands, except for weighted average grant date fair value):


	Shares	Weighted Average Grant Date Fair Value
Outstanding, beginning of year	217	$	7.17
Granted	226	6.44
Released	(123)	7.07
Forfeited	(39)	7.13
Outstanding, end of year	281	$	6.66

The total fair value of RSUs vested during the years ended December 31, 2022 and 2021 was $839 and $1,507, respectively. As of December 31, 2022, total compensation cost net yet recognized related to nonvested RSUs was $1,490, which is expected to be recognized over a weighted average period of 1.87 years.

We sponsor a defined contribution 401(k) plan that is available to substantially all employees. Our Board of Directors may amend or terminate the plan at any time. We made a Safe Harbor non-elective contribution of $1,495 as of December 31, 2022. We accrued matching contributions to the plan of $261 as of December 31, 2021.

Our Employee Stock Purchase Plan (“Purchase Plan”) was approved by the stockholders in June 2017. The Purchase Plan allows all eligible employees to purchase a limited number of shares of our common stock during pre-specified offering periods at a discount established by the Board of Directors, not to exceed 15% of the fair market value of the common stock, at the beginning or end of the offering period (whichever is lower). Under the ESPP, 475 shares were reserved for issuance of which there remains 228 shares available for future issuance.