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Stock-Based Compensation and Stock Repurchases | 3 Months Ended
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Mar. 31, 2022
Stock-Based Compensation and Stock Repurchases [Abstract] |
Stock-Based Compensation and Stock Repurchases | Note 16 – Stock-Based Compensation and Stock Repurchases Employee and Director Stock Incentive Plan 2010 Stock Incentive Plan Our 2010 Stock Incentive Plan (as amended, the “2010 Plan”) under which our Company has granted stock options and other share-based payment awards of our Common Stock to eligible employees, directors, and consultants has expired. In total, 1,360,402 shares of Class A Common Stock were issued or reserved for issuance pursuant to the previously granted options or restricted stock units under that plan. 2020 Stock Incentive Plan On November 4, 2020, the Company enacted the 2020 Stock Incentive Plan, which was also approved by the Company’s stockholders on December 8, 2020 (the “2020 Plan”). Under the 2020 Plan, the Company may grant stock options and other share-based payment awards of our Class A Common Stock to eligible employees, directors and consultants. The aggregate total number of shares of Class A Common Stock authorized for issuance under the 2020 Plan at March 31, 2022 was 1,250,000, of which 736,325 remain available for future issuance. In addition, if any awards that were outstanding under the 2010 Plan are subsequently forfeited or if the related shares are repurchased, a corresponding number of shares will automatically become available for issuance under the 2020 Plan, thus resulting in a potential increase in the number of shares available for issuance under the 2020 Plan. At March 31, 2022, this potential increase in the number of shares eligible for issuance under the 2020 Plan was 307,382 Class A Common Stock. Stock options are granted at exercise prices equal to the grant-date market prices and typically expire no later than five years from the grant date. In contrast to a stock option where the grantee buys our Company’s share at an exercise price determined on the grant date, a restricted stock unit (“RSU”) entitles the grantee to receive one share for every RSU based on a vesting plan, typically between one year and four years from grant. As discussed further below, a performance component has been added to certain of the RSUs granted to management. At the time the options are exercised or RSUs vest and are settled, at the discretion of management, we will issue treasury shares or make a new issuance of shares to the option or RSU holder. Stock Options We have estimated the grant-date fair value of our stock options using the Black-Scholes option-valuation model, which takes into account assumptions such as the dividend yield, the risk-free interest rate, the expected stock price volatility, and the expected life of the options. We expensed the estimated grant-date fair values of options over the vesting period on a straight-line basis. Based on our historical experience, the “deemed exercise” of expiring in-the-money options and the relative market price to strike price of the options, we have not estimated any forfeitures of vested or unvested options. No stock options were issued in the three months ended March 31, 2022. For the quarters ended March 31, 2022 and 2021, we recorded compensation expense of $53,000 and $101,000, respectively, with respect to our prior stock option grants. At March 31, 2022, the total unrecognized estimated compensation expense related to non-vested stock options was $0.2 million, which we expect to recognize over a weighted average vesting period of 0.93 years. The intrinsic, unrealized value of all options outstanding vested and expected to vest, at March 31, 2022 was $nil, as the closing price of our Common Stock on that date was $4.28. The following table summarizes the number of options outstanding and exercisable as of March 31, 2022 and December 31, 2021:
|  | Outstanding Stock Options - Class A Shares
|  | Number ‎of Options |  | Weighted ‎Average ‎Exercise Price |  | Weighted ‎Average ‎Remaining ‎Years of ‎Contractual ‎Life |  | Aggregate ‎Intrinsic ‎Value
|  | Class A |  | Class A |  | Class A |  | Class A
Balance - December 31, 2020 |  | 713,479 |  | $ | 14.64 |  | 2.18 |  | $ | 13,969
Granted |  | — |  |  | — |  | — |  |  | —
Exercised |  | (38,803) |  |  | 4.66 |  | — |  |  | 63,831
Forfeited |  | (157,332) |  |  | 11.87 |  | — |  |  | —
Balance - December 31, 2021 |  | 517,344 |  | $ | 15.42 |  | 1.66 |  | $ | —
Granted |  | — |  |  | — |  | — |  |  | —
Exercised |  | — |  |  | — |  | — |  |  | —
Forfeited |  | (144,925) |  |  | 15.97 |  | — |  |  | —
Balance - March 31, 2022 |  | 372,419 |  | $ | 15.51 |  | 1.52 |  | $ | —
Restricted Stock Units The following table summarizes the status of the RSUs granted to date as of March 31, 2022:
|  | Outstanding Restricted Stock Units
|  | RSU Grants (in units) |  |  |  | Vested, |  | Unvested, |  | Forfeited,
Grant Date |  | Directors |  | Management |  | Total ‎Grants |  | March 31, ‎2022 |  | March 31, ‎2022 |  | March 31, ‎2022
March 10, 2016 |  | 35,147 |  | 27,381 |  | 62,528 |  | 62,264 |  | — |  | 264
April 11, 2016 |  | — |  | 5,625 |  | 5,625 |  | 5,108 |  | — |  | 517
March 23, 2017 |  | 30,681 |  | 32,463 |  | 63,144 |  | 62,612 |  | — |  | 532
August 29, 2017 |  | — |  | 7,394 |  | 7,394 |  | 7,394 |  | — |  | —
January 2, 2018 |  | 29,393 |  | — |  | 29,393 |  | 29,393 |  | — |  | —
April 12, 2018 |  | — |  | 29,596 |  | 29,596 |  | 21,092 |  | 6,262 |  | 2,242
April 13, 2018 |  | — |  | 14,669 |  | 14,669 |  | 11,003 |  | 3,666 |  | —
July 6, 2018 |  | — |  | 932 |  | 932 |  | — |  | — |  | 932
November 7, 2018 |  | 23,010 |  | — |  | 23,010 |  | 23,010 |  | — |  | —
March 13, 2019 |  | — |  | 24,366 |  | 24,366 |  | 15,947 |  | 5,315 |  | 3,104
March 14, 2019 |  | — |  | 23,327 |  | 23,327 |  | 17,496 |  | 5,831 |  | —
May 7, 2019 |  | 11,565 |  | — |  | 11,565 |  | 11,565 |  | — |  | —
March 10, 2020 |  | — |  | 287,163 |  | 287,163 |  | 96,828 |  | 189,517 |  | 818
December 14, 2020 |  | — |  | 43,260 |  | 43,260 |  | 42,323 |  | — |  | 937
December 16, 2020 |  | 60,084 |  | 11,459 |  | 71,543 |  | 71,543 |  | — |  | —
April 5, 2021 |  | — |  | 262,830 |  | 262,830 |  | — |  | 262,830 |  | —
April 19, 2021 |  | — |  | 22,888 |  | 22,888 |  | — |  | 22,301 |  | 587
August 11, 2021 |  | 26,924 |  | — |  | 26,924 |  | 26,924 |  | — |  | —
December 8, 2021 |  | 48,951 |  | — |  | 48,951 |  | — |  | 48,951 |  | —
Total |  | 265,755 |  | 793,353 |  | 1,059,108 |  | 504,502 |  | 544,673 |  | 9,933
RSU awards to management vest 25% on the anniversary of the grant date over a period of four years. Beginning in 2020, a performance component has been added to certain of the RSUs granted to management, which vest on the third anniversary of their grant date based on the achievement of certain performance metrics. On March 10, 2020, RSUs covering 287,163 shares were issued to members of executive management and other employees of our Company. Between December 14, 2020 and December 16, 2020, RSUs covering 114,803 shares were issued to members of executive management and other employees of our Company, all of which vested 100% on December 14 and 16, 2021, as applicable. In addition, w e granted non-employee directors 60,084 RSUs (as well as 38,803 options) on December 16, 2020. In April 2021, RSUs covering 262,830 shares were issued to members of executive management. These RSUs have two structures, which include time vesting and performance. The majority of RSUs vest 75% evenly over a period of four years, with the remaining 25% contingent upon the achievement of certain performance metrics, vesting in full on the third anniversary of the date of the grant. In the case of our Chief Executive Officer, RSUs vest 50% evenly over a period of four years with the remaining 50%, contingent upon the achievement of certain performance metrics, vesting in full on the third anniversary of the grant date. RSUs covering 22,888 shares were also issued to other employees of our Company. These awards vest 25% on the anniversary of the grant date over a period of four years. On August 11, 2021, and December 8, 2021, RSUs covering 26,924 and 48,951 shares, respectively, were issued to non-employee directors. We estimate the grant-date fair values of our RSUs using the Company’s stock price at grant-date and record such fair values as compensation expense over the vesting period on a straight-line basis. Prior to November 7, 2018, RSU awards to non-employee directors vested 100% in January of the following year in which such RSUs were granted. At the November 7, 2018 Board meeting, it was determined that it would be more appropriate for the vesting of RSUs to align with the director’s term of office. Accordingly, the RSUs granted on November 7, 2018, vested on the first to occur of (i) 5:00 pm, Los Angeles, CA time on the last business day prior to the one year anniversary of the grant date, or (ii) the date on which the recipient’s term as a director ended and the recipient or, as the case may be, the recipient’s successor was elected to the board of directors. Accordingly, the RSUs granted to directors on November 7, 2018, vested on May 7, 2019, annual meeting of stockholders. Due to the fact that our Company held our annual meeting of stockholders in May 2019, the vesting period for the RSUs issued on November 7, 2018 was shorter than anticipated. In order to adjust for this factor, the award of RSUs to directors made immediately following the 2019 Annual Meeting of Stockholders was determined using a value of $35,000 or one half of the dollar amount of the prior year’s annual grant. The RSUs issued to non-employee directors on May 7, 2019, vested on May 6, 2020. The RSUs issued to non-employee directors on August 11, 2021 vested on December 8, 2021. The RSUs issued to non-employee directors on December 8, 2021 will vest on the first to occur of (i) 5:00 pm, Los Angeles, CA time on the last business day prior to the one-year anniversary of the Grant Date or (ii) the date on which the Recipient has served such Recipient’s full term as a Director (December 8, 2022). For the quarters ended March 31, 2022, and 2021, we recorded compensation expense of $363,000 and $363,000, respectively. The total unrecognized compensation expense related to the non-vested RSUs was $2.6 million as of March 31, 2022, which we expect to recognize over a weighted average vesting period of 1.66 years. Stock Repurchase Program On March 2, 2017, our Company's Board of Directors authorized management, at its discretion, to spend up to an aggregate of $25.0 million to acquire shares of Reading’s Class A Common Stock. On March 14, 2019, the Board of Directors extended this stock buy-back program for two years, through March 2, 2021. On March 10, 2020, the Board increased the authorized amount by $25.0 million and extended it to March 2, 2022. At the present time, the amount available under the repurchase program authorization is $26.0 million. On May 5, 2022, the Board extended the program for two years, to March 10, 2024, making no changes to the available amount. The repurchase program allows Reading to repurchase its shares in accordance with the requirements of the SEC on the open market, in block trades and in privately negotiated transactions, depending on market conditions and other factors. All purchases are subject to the availability of shares at prices that are acceptable to Reading, and accordingly, no assurances can be given as to the timing or number of shares that may ultimately be acquired pursuant to this authorization. Under the stock repurchase program, as of March 31, 2022, our Company had acquired a total of 1,792,819 shares of Class A Common Stock for $24.0 million at an average price of $13.39 per share (excluding transaction costs). No shares of Class A Common Stock were purchased in the quarter ended March 31, 2022. The last share repurchase made by our Company was made on March 5, 2020, at which time 25,000 shares were purchased at an average cost per share of $7.30. This leaves $26.0 million available under the March 2, 2017 program, as extended, to March 10, 2024.

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