XML 46 R18.htm IDEA: XBRL DOCUMENT v3.22.4
Share-based Compensation
 12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
Share-based Compensation Share-based Compensation
During the year ended December 31, 2022, the Company granted awards under the 2018 Omnibus Incentive Compensation Plan, previously named the Amended and Restated 2009 Omnibus Incentive Compensation Plan (the “2018 Plan”), and the 2015 Incentive Compensation Plan (the “2015 Plan”). The Compensation Committee of the Board of Directors administers the plans. Under the 2018 Plan, shares of common stock may be issued upon the exercise of stock options, in the form of restricted stock, or in settlement of RSUs or other awards, including awards with alternative vesting schedules such as performance-based criteria. The 2018 Plan authorizes 32,753,085 shares, of which 8,848,748 remain available for future grants.
During the year ended December 31, 2022, the Board of Directors of the Company approved and the Company granted RSUs to eligible employees under the 2018 Omnibus Incentive Compensation Plan, previously named the Amended and Restated 2009 Omnibus Incentive Compensation Plan (the “2018 Plan”) that were immediately vested, as fiscal 2021 annual bonus payments. The total charges recorded for the year ended December 31, 2022 were $8.8 million. Total charges related to bonus payments recorded for the year ended December 31, 2021 were $7.0 million. Total charges related to bonus payments recorded for the year ended December 31, 2020 were $2.7 million. During the year ended December 31, 2021, the Board of Directors of the Company approved, and the Company granted additional RSUs under the 2018 Plan to certain employees who contributed to the completion of the divestiture of Ctrack South Africa. Such grants were immediately vested, and the total charges were $0.6 million.
For the years ended December 31, 2022, 2021 and 2020 the following table presents total share-based compensation expense in each functional line item on the consolidated statements of operations (in thousands):
 Year Ended December 31,
 202220212020
Cost of revenues$2,110 $2,469 $1,583 
Research and development5,369 4,813 2,823 
Sales and marketing3,528 3,704 2,346 
General and administrative6,868 5,663 3,667 
Total$17,875 $16,649 $10,419 
Stock Options
The Compensation Committee of the Board of Directors determines eligibility, vesting schedules and exercise prices for stock options granted. Stock options generally have a term of ten years and vest over a three- to four-year period.
The following table presents the weighted-average assumptions used in the Black-Scholes valuation model by the Company in calculating the fair value of each stock option granted:
 Year Ended December 31,
 20222021
Expected dividend yield— %— %
Risk-free interest rate0.4 %0.9 %
Volatility16 %73 %
Expected term (in years)1.15.4
The weighted-average fair value of stock option awards granted during the years ended December 31, 2022 and 2021 was $2.91 and $5.41, respectively.
The following table summarizes the Company’s stock option activity for the years ended December 31, 2022, 2021 and 2020 (dollars in thousands, except per share data):
Stock
Options
Outstanding		Weighted-Average
Exercise
Price Per
Option		Weighted-Average
Remaining
Contractual
Term
(in years)		Aggregate
Intrinsic
Value
Outstanding — December 31, 20199,044,304 $2.91 
Granted1,526,000 9.41 
Exercised(1,357,620)3.06 
Canceled(732,705)3.60 
Outstanding — December 31, 20208,479,979 $3.99 
Granted1,929,500 8.86 
Exercised(1,315,552)2.62 
Canceled(1,008,134)8.60 
Outstanding — December 31, 20218,085,793 $4.81 
Granted1,505,000 4.63 
Exercised(370,688)1.37 
Canceled(1,087,146)7.97 
Outstanding — December 31, 20228,132,959 $4.65 5.25$— 
Vested and Expected to Vest — December 31, 20227,573,152 $4.49 5.01$1 
Exercisable — December 31, 20225,550,858 $3.87 3.69$1 
The total intrinsic value of stock options exercised to purchase common stock during the years ended December 31, 2022, 2021 and 2020 was approximately $3.7 million, $4.3 million and $11.7 million, respectively.
As of December 31, 2022, total unrecognized share-based compensation expense related to non-vested stock options was $7.1 million, which is expected to be recognized over a weighted-average period of approximately 2.69 years. The Company recognized approximately $5.9 million, $6.3 million and $5.8 million of share-based compensation expense related to the vesting of stock option awards during the years ended December 31, 2022, 2021 and 2020, respectively.
Restricted Stock Units
Pursuant to the 2018 Plan and the 2015 Plan, the Company may issue RSUs that, upon satisfaction of vesting conditions, allow recipients to receive common stock. Issuances of such awards reduce common stock available under the 2018 Plan and 2015 Plan for stock incentive awards. The Company measures compensation cost associated with grants of RSUs at fair value, which is generally the closing price of the Company’s stock on the date of grant. RSUs generally vest over a three- to four-year period.
A summary of restricted stock unit activity under all plans for the years ended December 31, 2022, 2021 and 2020 is presented below:
Number of SharesWeighted-Average Grant-Date Fair Value
Non-vested — December 31, 2019400,315 $3.95 
Granted570,368 10.52 
Vested(548,160)7.28 
Forfeited(5,418)4.06 
Non-vested — December 31, 2020417,105 8.68 
Granted1,931,263 8.53 
Vested(1,019,686)10.20 
Forfeited(80,959)10.75 
Non-vested — December 31, 20211,247,723 7.65 
Granted2,544,053 4.51 
Vested(2,278,818)4.53 
Forfeited(334,588)3.45 
Non-vested — December 31, 20221,178,370 7.33 
During the years ended December 31, 2022, 2021 and 2020, the total fair value of shares vested was $9.5 million, $10.4 million and $5.1 million, respectively.
As of December 31, 2022, there was $4.0 million of unrecognized share-based compensation expense related to non-vested RSUs, which is expected to be recognized over a weighted-average period of 2.40 years. The Company recognized approximately $11.7 million, $9.6 million and $4.1 million of share-based compensation expense related to the vesting of RSUs during the years ended December 31, 2022, 2021 and 2020 respectively.
2000 Employee Stock Purchase Plan
The ESPP permits eligible employees of the Company to purchase newly issued shares of common stock, at a price equal to 85% of the lower of the fair market value on (i) the first day of the offering period or (ii) the last day of each six-month purchase period, through payroll deductions of up to 10% of their annual cash compensation. Under the ESPP, a maximum of 5,324,000 shares of common stock may be purchased by eligible employees.
During the years ended December 31, 2022 and 2021, the Company issued 525,670 shares and 220,390 shares, respectively, under the ESPP. The Company recognized approximately $0.3 million, $0.7 million and $0.6 million of share-based compensation expense related to the ESPP during the years ended December 31, 2022, 2021 and 2020, respectively.