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Shareholders' Equity
 12 Months Ended
Dec. 31, 2024
Stockholders' Equity Note [Abstract]  
SHAREHOLDERS' EQUITY

NOTE 6 - SHAREHOLDERS’ EQUITY

 

a.Share capital:

 

The Company’s ordinary shares are traded in the United States on the Nasdaq Global Market, under the symbol MNDO. The Ordinary shares of the Company confer upon their holders the right to receive notice to participate and vote in general meetings of the Company and the right to receive dividends, if and when, declared.

 

b.Treasury shares:

 

During the period between September 2008 and December 2009, the Company purchased an aggregate number of 3,165,092 ordinary shares for a total consideration of approximately $2.8 million. Currently, the Company does not have an active buyback plan. As of December 31, 2024, the remaining treasury shares are 1,293,684 ordinary shares which amounted to $883 thousand. The treasury shares are mainly utilized by the Company to settle exercise of options by employees. During the years ended December 31, 2024, 2023 and 2022, the number of treasury shares were utilized is 181 thousand, 61 thousand and 67 thousand, respectively.

 

c.Dividend:

 

Dividends paid per share in the years ended December 31, 2024, 2023 and 2022, were $0.24, $0.24 and $0.26, respectively.

 

The Company paid dividends to its shareholders in the total amounts of approximately $4.9 million, $4.8 million and $5.2 million during the years ended December 31, 2024, 2023 and 2022, respectively.

 

d.Stock option plan:

 

In 2011, the Board of Directors and the Company’s shareholders approved a ten-year share incentive plan (the “2011 Share Incentive Plan”) that was further extended by the Board of Directors for an additional ten years. Under the 2011 Share Incentive Plan, options for up to 1,800,000 ordinary shares of NIS 0.01 par value can be granted to employees, directors, consultants or contractors of the Company and its subsidiaries.

 

Each option can be exercised to purchase one ordinary share. Immediately upon issuance, the ordinary shares issuable upon the exercise of the options will confer their holders the same rights as the other ordinary shares.

 

The Board of Directors determines the exercise price and the vesting period of the options granted. The outstanding options granted under the abovementioned plan vest over 2-4 years on service basis. Options not exercised will expire five years after the day of grant.

 

The compensation costs charged against income for the 2011 Share Incentive Plan were comprised as follows:

 

   Years Ended December 31, 
   2 0 2 4   2 0 2 3   2 0 2 2 
   U.S. dollars in thousands 
             
Cost of revenues  $52   $60   $63 
Research and development expenses   163    180    159 
Selling and marketing expenses   3    3    1 
General and administrative expenses   34    38    35 
   $252   $281   $258 

 

Under Section 102 of the Israeli Income Tax Ordinance (New Version), 1961 (the “Israeli Tax Ordinance”), pursuant to an election made by the Company thereunder, Israeli employees (except for employees who are deemed “Controlling Members” under the Israeli Income Tax Ordinance) are subject to a lower tax rate of 25% on part of the capital gains accruing to them in respect of Section 102 awards. However, the Company is not allowed to claim as an expense for tax purposes the amounts credited as income for tax purposes to such employees.

1)The following is a summary of the status of the 2011 Share Incentive Plan as of December 31, 2024, 2023 and 2022, and changes during the years ended on those dates:

 

   Years Ended December 31, 
   2 0 2 4   2 0 2 3   2 0 2 2 
   Number   Weighted average exercise
price		   Number   Weighted average exercise
price		   Number   Weighted average exercise
price		 
                         
Options outstanding at the beginning of year   501,000   $0.003    452,500   $0.003    269,500   $0.003 
Changes during year:                              
Granted (a)   200,000   $1.972    132,000   $0.003    304,000   $0.003 
Exercised   (181,500)  $0.003    (60,500)  $0.003    (67,000)  $0.003 
Forfeited   (26,000)  $0.003    (15,000)  $0.003    (54,000)  $0.003 
Expired   (4,000)  $0.003    (8,000)  $0.003    
-
   $0.003 
Options outstanding at the end of year   489,500   $0.807    501,000   $0.003    452,500   $0.003 
                               
Options exercisable at the end of year   21,000   $0.003    30,000   $0.003    25,500   $0.003 
                               
Weighted average grant date fair value of options granted during the year (b)       $0.09        $1.28        $1.58 

 

(a)In the year ended December 31, 2024, the options were granted to the Company’s Chief Executive Officer with an exercise price equal to the average closing price per share of the Company’s ordinary shares on the Nasdaq Stock Market during the 30 trading day period immediately preceding the date of grant of such option. In the years ended December 31, 2023 and 2022, the options were granted with an exercise price equal to par value of NIS 0.01 ($0.003).
  
(b)The fair value of each stock option granted is computed on the date of grant according to the Black-Scholes option pricing model with the following assumptions:

 

   Years Ended December 31, 
   2 0 2 4   2 0 2 3   2 0 2 2 
             
Dividend yield   12.31%   10.48%   9.69%
Expected volatility*   25.79%   51%   30%
Average risk-free interest rate   4.14%   4.53%   1.99%
Expected average term - in years   3.88    3.88    3.88 

 

*Volatility is based on the historical volatility of the Company’s share price for periods matching the expected term of the option until exercise.

 

As of December 31, 2024, there were approximately $291 thousand of total unrecognized compensation costs, net of expected forfeitures, related to unvested share-based compensation awards granted under the 2011 Share Incentive Plan. The costs are expected to be recognized over a weighted average period of 0.96 years.

2)The following table summarizes information about outstanding options and exercisable options as of December 31, 2024:

 

    Options Outstanding   Options Exercisable 
    Number   Weighted       Number   Weighted     
    outstanding   average   Weighted   exercisable   average   Weighted 
Range of   at   remaining   average   at   remaining   average 
exercise   December 31,   contractual   exercise   December 31,   contractual   exercise 
prices   2 0 2 4   life   price   2 0 2 4   life   price 
        Years           Years     
                                 
$0.003 - 1.972    489,500    3.5   $0.807    21,000    1.29   $0.003 

 

The total intrinsic value of options exercised during the years ended December 31, 2024, 2023 and 2022 were approximately $372 thousand, $129 thousand and $184 thousand, respectively. As of December 31, 2024, the aggregate intrinsic value of the outstanding options is $968 thousand, and the aggregate intrinsic value of the exercisable options is $42 thousand.