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12. Stock-Based Compensation
 12 Months Ended
Dec. 31, 2012
Stockholders' deficit:  
12. Stock-Based Compensation

12. Stock-Based Compensation

 

Common Stock Reserved for Issuance

 

Aemetis authorized the issuance of 9,600,434 shares under its 2006 and 2007 Plans and 977,500 outside the plans, which includes both incentive and non-statutory stock options. These options generally expire five years from the date of grant and are exercisable at any time after the date of the grant, subject to vesting.

 

The following is a summary of options granted under the employee stock plans:

 

    Shares Available     Number of     Weighted-Average  
    for Grant     Shares Outstanding     Exercise Price  
Balance as of December 31, 2010     10,167       5,780,977     $ 1.02  
Authorized     959,290       —       —  
Merger with Zymetis, Inc. Plan     323,817       1,421,183       0.41  
Exercised     —       (35,585 )     0.06  
Forfeited/Expired     362,874       (362,874 )     0.20  
Balance as of December 31, 2011     1,656,148       6,803,701       0.94  
Authorized     1,000,000       —       —  
Granted     (2,555,000 )     2,555,000       0.55  
Exercised     —       (321,965 )     0.23  
Forfeited/Expired     1,511,902       (1,511,902 )     2.17  
Balance as of December 31, 2012     1,611,134       7,524,834     $ 0.59  

 

During 2012 the net 321,965 shares of common stock exercised from the Company’s stock plans had an intrinsic value of $155,292 at time of exercise. The weighted average strike price for the shares exercised was $0.23 per share and the weighted average closing market price at time of exercise was $0.72. The exercised shares hold a restrictive legend.

 

 

 

During 2011 the 35,585 shares of common stock exercised from the Company’s stock plans had an intrinsic value of $24,041 at time of exercise. The weighted average strike price for the shares exercised was $0.06 per share and the weighted average closing market price at time of exercise was $0.74. The exercised shares hold a restrictive legend.

 

The Company recorded an expense for the years ended December 31, 2012 and 2011 in the amount of $49,121 and $24,533, respectively, which reflects periodic fair value re-measurement of outstanding consultant options under ASC 505-50-30 Equity Based Payments to Non Employees. The valuation using the Black-Scholes-Merton model is based upon the current market value of the Company’s common stock and other current assumptions, including the expected term (contractual term for consultant options). The Company records the expense related to consultant options using the accelerated expense pattern prescribed in ASC 505-50-30. Vested and unvested options outstanding under the Aemetis Stock Option Plans as of December 31, 2012 and 2011 follow:

 

   

Number

of Shares

     Weighted Average Exercise Price     Remaining Contractual Term (In Years)     Average Intrinsic Value1  
2012                        
Vested     5,061,850     $ 0.63       2.21     $ 2,081,910  
Unvested     2,462,984       0.52       4.69       435,197  
Total     7,524,834     $ 0.59       3.02     $ 2,517,107  
                                 
2011                                
Vested     5,960,116     $ 1.05       2.26     $ 1,986,222  
Unvested     843,585       0.17       3.16       445,606  
Total     6,803,701     $ 0.94       2.37     $ 2,431,828  

 

———————

(1) Intrinsic value calculation based on the $0.70 closing price of Aemetis stock on December 31, 2012 and 2011, as reported on the Over the Counter Bulletin Board.

 

Valuation and Expense Information. The weighted-average fair value calculations for options granted within the period are based on the following weighted average assumptions:

 

    Fiscal Year Ended December 31  
    2012     2011  
Dividend-yield     0 %   0 %
Risk-free interest rate     0.28-0.38 %   0.20-1.80 % 
Expected volatility     79.08 %     90.38-103.22 %
Expected life (years)     2.0-3.0       0.2-4.0  
Weighted average fair value per share of common stock   $ 0.26     $ 0.10  

 

The Company incurred non-cash stock compensation expense of $258,593 and $152,742 in fiscal 2012 and 2011, respectively, for options granted to employees and consultants. As of December 31, 2012 and 2011, the Company had $30,631 and $38,690 respectively, of total unrecognized compensation expenses that the Company will amortize over the next three years.

 

Non-Plan Stock Options

 

In November 2012 the Company issued 977,500 stock options to board members and consultants outside of any Company stock option plan. None of the non-plan options have been exercised.

 

 

 

Outside Company Stock Plan

See following for summary of options granted outside the Company stock plans:

 

    Number of Shares     Weighted Average Exercise Price     Remaining Contractual Term (In Years)     Average Intrinsic Value2  
2012                        
Vested     402,500     $ 0.55       4.85     $ 60,375  
Unvested     575,000       0.55       4.85       86,250  
Total     977,500     $ 0.55       4.85     $ 146,625  
                                 

———————

(2) Intrinsic value based on the $0.70 closing price of Aemetis stock on December 31, 2012, as reported on the Over the Counter Bulletin Board.