13.

Share-based compensation

As of

December 31, 2019

, the Company maintains

two

share-based incentive plans: the Cogint, Inc.

2015

Stock Incentive Plan (the

"2015

Plan") and the Fluent, Inc.

2018

Stock Incentive Plan (the

"2018

Plan") which, combined, authorize the issuance of

21,087,368

shares of common stock. As of

December 31, 2019

, there were

3,623,502

shares of common stock reserved for issuance under the

2018

Plan. The primary purpose of the plans is to attract, retain, reward and motivate certain individuals by providing them with opportunities to acquire or increase their ownership interests in the Company.

Spin-off of Red Violet

March 8, 2018,

the Company's Compensation Committee approved the acceleration (the "Acceleration") of stock options, RSUs and restricted stock held by certain employees, consultants and directors, including only those employees who were to continue with Red Violet upon completion of the Spin-off, subject to such employees still being employed or providing services on

March 12, 2018 (

the "Acceleration Date"). An aggregate of

5,157,998

shares were accelerated, including

47,500

stock options,

4,960,498

RSUs (inclusive of

500,000

shares to Marlin Capital and

2,500,000

to Michael Brauser), and

150,000

shares of restricted stock. Share-based compensation expense of

$14,667

resulting from the Acceleration was recognized in loss on disposal of discontinued operations during the

first

quarter of

2018.

In connection with the Spin-off of Red Violet, common stock awards comprised of an aggregate of

304,000

shares were granted to certain employees of Red Violet ("Spin-off Grants") during the

first

quarter of

2018,

and related share-based compensation expense of

$881

was recognized in loss on disposal of discontinued operations. Additionally, an aggregate of

2,041,000

shares of common stock, subject to deferred delivery over a

three

-year period, were granted to certain Fluent employees as a result of the Spin-off ("Transaction Grants"), and related share-based compensation expense of

$5,409

was recognized in costs and expenses as part of the Spin-off transaction costs during the

first

quarter of

2018.

In total, share-based compensation expense of

$15,548,

resulting from the Acceleration and Spin-off Grants in connection with the Spin-off was recognized in loss on disposal of discontinued operations during the

first

quarter of

2018.

See Note

Discontinued operations

Stock options

January 31, 2019,

the Compensation Committee of the Company's Board of Directors approved the grant of stock options to certain Company officers, which were issued on

February 1, 2019

from the shares available for issuance under the

2018

Plan. Subject to continuing service,

50%

of the shares subject to these stock options will vest if the Company's stock price remains above

125%

of the exercise price for

twenty

consecutive trading days, and the remaining

50%

of the shares subject to these stock options will vest if the Company's stock price remains above

156.25%

of the exercise price for

twenty

consecutive trading days; provided, that

shares will vest prior to the

first

anniversary of the grant date. As of

December 31, 2019

, the

first

condition had been met; therefore, subject to continuing service,

50%

of the shares subject to these stock options will vest on

February 1, 2020.

Any shares that remain unvested as of the

fifth

anniversary of the grant date will vest in full on such date. The fair value of the stock options granted was estimated at the trading day before the date of grant using a Monte Carlo simulation model. The range of the fair value of the stock options that were awarded is

$2.81

$2.86

per share. The key assumptions utilized to calculate the grant-date fair values for these awards are summarized below:

Key Assumptions
Exercise price	$	4.72
Expected term (in years)		1.0 - 1.3
Expected volatility		65	%
Dividend yield		—	%
Risk-free rate		2.61	%

For the years ended

December 31, 2019

and

2018

, the activity related to stock options consisted of the following:

	Number of options			Weighted average exercise price per share		Weighted average remaining contractual term (years)		Aggregate intrinsic value
Outstanding as of December 31, 2017		222,000		$	12.59		5.4		—
Expired		(110,000	)		11.17
Outstanding as of December 31, 2018		112,000			13.98		2.8		—
Granted		2,064,000			4.72		9.1
Forfeited		(56,000	)		4.72
Outstanding as of December 31, 2019		2,120,000			5.21		8.7		—
Options exercisable as of December 31, 2019		112,000		$	13.98		1.8		—

The aggregate intrinsic value amounts in the table above represent the difference between the closing price of the Company’s common stock at the end of the reporting period and the corresponding exercise prices, multiplied by the number of in-the-money stock options as of the same date.

For the year ended

December 31, 2019,

compensation expense recognized for stock options of

$4,611

was recognized in

sales and marketing, product development and general and administrative expenses in the consolidated statement of operations. For

the year ended

December 31, 2018,

compensation expense recognized for stock options of

$243

was recognized in discontinued operations in the consolidated statements of operations. As of

December 31, 2019

, there was

$1,082

of unrecognized share-based compensation with respect to outstanding stock options.

Restricted stock units and restricted stock

For the years ended

December 31, 2019

and

2018

, details of unvested restricted stock units ("RSUs") and restricted stock activity were as follows:

				Weighted average
	Number of units			grant date fair value
Unvested as of December 31, 2017		8,150,905		$	9.27
Granted (1)		4,598,125			2.63
Vested and delivered		(11,468,333	)		7.63
Withheld as treasury stock (2)		(875,675	)		6.05
Vested not delivered (3)		3,766,068			9.85
Forfeited		(339,125	)		4.68
Unvested as of December 31, 2018		3,831,965			7.95
Granted		2,275,094			4.82
Vested and delivered		(1,549,050	)		3.97
Withheld as treasury stock (2)		(567,447	)		4.13
Vested not delivered (3)		122,582			4.76
Forfeited		(718,774	)		4.13
Unvested as of December 31, 2019		3,394,370		$	8.03

(

)

As discussed in "Spin-off of Red Violet" above, included in the RSUs granted during the year ended

December 31, 2018

were an aggregate of

304,000

shares of Spin-off Grants that vested and were delivered in the

first

quarter of

2018,

and an aggregate of

2,041,000

shares of Transaction Grants that vested but were subject to deferred delivery over a

three

-year period.

(

)

As discussed in Note

12,

Common stock, treasury stock and warrants

the increase in treasury stock was primarily attributable to shares withheld to cover statutory withholding taxes upon the vesting of RSUs. As of

December 31, 2019

and

2018

, there were

2,768,399

and

1,233,198

outstanding shares of treasury stock, respectively.

(

)

Vested

not

delivered represents vested RSUs with delivery deferred to a future time. During the year ended

December 31, 2019

, there was a net decrease of

122,582

shares included in vested

not

delivered balance as a result of the delivery of

740,334

shares of Transaction Grants, partially offset by the vesting of

617,752

shares with deferred delivery election. During the year ended

December 31, 2018,

there was a net decrease of

3,766,068

shares included in vested

not

delivere

d balance, as a result of the delivery of

5,807,068

RSUs, partially offset by the vesting of the

2,041,000

shares of Transaction Grants subject to deferred delivery.

As of

December 31, 2019

and

2018

, there were

2,787,335

and

2,909,917

outstanding RSUs included in vested

not

delivered, respectively.

For the years ended

December 31, 2019

and

2018

, the Company recognized compensation

(included in sales and marketing, product development, general and administrative and discontinued operations in the consolidated statements of operations, and intangible assets in the consolidated balance sheets) for R

SUs and restricted stock of

$5,819

and

$15,104,

respectively. As of

December 31, 2019

, there was

$9,583

of unrecognized share-based compensation with respect to outstanding RSUs and restricted stock. The fair value of the RSUs and restricted stock was estimated using the closing prices of the Company's common stock on the dates of grant.

As of

December 31, 2019

, unrecognized share-based compensation expense associated with the granted RSUs, restricted stock and stock options is

$10,665

, which is expected to be recognized over a weighted average period of

2.6

years. For the years ended

December 31, 2019

and

2018

, share-based compensation for the Company’s equity awards were allocated to the following lines in the consolidated financial statements:

	Year Ended December 31,
(In thousands)	2019		2018
Sales and marketing	$	971	$	2,856
Product development		889		676
General and administrative		8,481		5,740
Spin-off transaction costs		—		5,409
Discontinued operations		—		15,712
		10,341		30,393
Capitalized in intangible assets of continuing operations		89		423
Capitalized in intangible assets of discontinued operations		—		181
Total	$	10,430	$	30,997