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Stockholders' Equity

9 Months Ended

Sep. 30, 2022

Stockholders' Equity Note [Abstract]

Stockholders' Equity

8. Stockholders’ Equity

Equity Incentive Plans

The Company’s 2021 Equity Incentive Plan (the “2021 Plan”) is designed and utilized to enable the Company to provide its employees, officers, directors, consultants, and others whose past, present, and/or potential contributions to the Company have been, are, or will be important to the success of the Company, an opportunity to acquire a proprietary interest in the Company. A total of 4,000,000 shares of common stock are eligible for issuance under the 2021 Plan. The 2021 Plan provides for the grant of any or all of the following types of awards: stock options (incentive or non-qualified), restricted stock, restricted stock units, performance awards, or cash awards. The 2021 Plan is administered by the Company’s Board of Directors, or, at the Board’s discretion, a committee of the Board.

In addition, stock-based awards (including options, warrants, and restricted stock) previously granted under the Company’s 2011 Equity Incentive Plan (the “2011 Plan”) remain outstanding and shares of common stock may be issued to satisfy options or warrants previously granted under the 2011 Plan, although no new awards may be granted under the 2011 Plan.

​

Stock-based Compensation

The Company accounts for stock-based compensation in accordance with Accounting Standards Codification Topic 718, “Compensation - Stock Compensation,” by recognizing the fair value of stock-based compensation as an operating expense over the service period of the award or term of the corresponding contract, as applicable. Forfeitures are accounted for as a reduction of compensation cost in the period when such forfeitures occur. For stock option awards for which vesting is contingent upon the achievement of certain performance targets, the timing and amount of compensation expense recognized is based upon the Company’s projections and estimates of the relevant performance metric(s) until the time the performance obligation is satisfied. Expense for such awards is recognized only to the extent that the achievement of the specified performance target(s) has been met or is considered probable.

Total expense recognized in the current quarter and prior year quarter for all forms of stock-based compensation was approximately $0.05 million and $0.16 million, respectively. Of the current quarter expense amount, substantially all of the expense related to directors and consultants, and all of the current quarter expense was recorded as operating costs in the accompanying condensed consolidated statements of operations. Of the prior year quarter expense amount, all of which was recorded as operating costs in the accompanying condensed consolidated statements of operations, approximately $0.11 million related to employees and approximately $0.05 million related to directors and consultants.

Total expense recognized in the current nine months and prior year nine months for all forms of stock-based compensation was approximately $0.67 million and $0.75 million, respectively. Of the current nine months expense amount, approximately $0.41 million related to employees and approximately $0.26 million related to directors and consultants. Approximately $0.57 million of the current nine months expense was recorded as operating costs, and approximately $0.10 million was recorded as a reduction to other income. Of the prior year nine months expense amount, all of which was recorded as operating costs, approximately $0.63 million related to employees and approximately $0.12 million related to directors and consultants.

Stock Options

A summary of the Company’s stock options activity for the current nine months is as follows:

​

​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	Weighted	​	​	​
​	​	​	​	​	​	​	Average	​	​	​
​	​	​	​	Weighted		​	Remaining	​	​	​
​	​	​	​	Average		​	Contractual	​	Aggregate
​	​	Number of	​	Exercise		​	Life	​	Intrinsic
​		Options		Price			(in Years)		Value
Outstanding at January 1, 2022		5,630,970	​	$	2.25		5.46	​	$	—
Granted		605,850	​		1.61			​
Canceled		—	​		—			​
Exercised		—	​		—			​
Expired/Forfeited		(474,930)	​		3.18			​
Outstanding at September 30, 2022, and expected to vest		5,761,890	​	$	2.11		4.94	​	$	—
Exercisable at September 30, 2022		2,048,556	​	$	2.81		2.01	​	$	—

​

On April 20, 2022, the Company granted options to purchase an aggregate of 380,850 shares of common stock to various employees. The exercise price of the options is $1.62 per share, and all options vested immediately on the date of grant.

On April 20, 2022 the Company granted options to purchase an aggregate of 125,000 shares of common stock to non-management directors. The exercise price of the options is $1.62 per share, and 50% of the options vest on each of April 20, 2023 and April 20, 2024.

On April 26, 2022, the Company granted options to purchase an aggregate of 100,000 shares of common stock to a consultant. The exercise price of the options is $1.58 per share, and all options vested immediately on the date of grant.

Compensation expense related to stock options for the current quarter and the prior year quarter was approximately $0.03 million and $0.05 million, respectively. Compensation expense related to stock options for the current nine months and the prior year nine months was approximately $0.43 million and $0.25 million, respectively. Total unrecognized compensation expense related to unvested stock options at September 30, 2022 was approximately $0.12 million and is expected to be recognized over a weighted average period of approximately 1.29 years.

A summary of the Company’s non-vested stock options activity for the current nine months is as follows:

​

​	​	​	​	​	​
​		​		Weighted
​	​	​	​	Average
​	​	Number of	​	Grant Date
​		Options		Fair Value
Balance at January 1, 2022		3,873,334	​	$	0.07
Granted		605,850	​		0.79
Vested		(755,850)	​	​	0.73
Forfeited or Canceled		(10,000)	​		1.09
Balance at September 30, 2022		3,713,334	​	$	0.05

​

Warrants

A summary of the Company’s warrants activity for the current nine months is as follows:

​

​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	Weighted	​	​	​
​	​	​	​	​	​	​	Average	​	​	​
​	​	​	​	Weighted		​	Remaining	​	​	​
​	​	​		Average			Contractual	​	Aggregate
​	​	Number of	​	Exercise			Life	​	Intrinsic
​		Warrants		Price			(in Years)		Value
Outstanding and exercisable at January 1, 2022		116,065	​	$	3.15		2.57	​	$	—
Granted		—	​		—		​	​
Canceled		—	​		—		​	​
Exercised		—	​		—		​	​
Expired/Forfeited		—	​		—		​	​
Outstanding and exercisable at September 30, 2022		116,065	​	$	3.15		1.82	​	$	—

​

No compensation expense related to warrants was recognized in the current quarter, prior year quarter, current nine months, or prior year nine months.

Stock Awards

A summary of the Company’s restricted stock activity for the current nine months is as follows:  

​

​	​	​	​	​	​
​	​	​	​	Weighted
​	​	Number of	​	Average
​	​	Restricted	​	Grant Date
​		Shares		Fair Value
Outstanding at January 1, 2022		815,833	​	$	4.00
Granted		347,623	​		1.58
Canceled		—	​		—
Vested		(820,123)	​		3.12
Expired/Forfeited		—	​		—
Outstanding at September 30, 2022		343,333	​	$	3.66

​

On April 20, 2022, the Company issued an aggregate of 50,000 shares of common stock to non-management directors, which vest evenly over two years, of which 50% shall vest on April 20, 2023, and 50% shall vest on April 20, 2024.

On April 20, 2022, the Company issued 20,064 shares of common stock to a consultant, which vested immediately.

On May 31, 2022, the Company issued 65,275 shares of common stock to a consultant in connection with the transaction related to the Isaac Mizrahi Brand (see Note 2); these shares vested immediately.

On May 31, 2022, the Company issued 33,557 shares of common stock to a key employee, which vested immediately.

Additionally, on April 20, 2022, the Company issued 178,727 shares of common stock to a member of senior management as payment for a performance bonus earned in 2021. These shares vested immediately. The Company had previously recognized compensation expense of approximately $0.28 million in 2021 to accrue for this performance bonus.

Compensation expense related to stock awards was approximately $0.02 million for the current quarter and approximately $0.12 million for the prior year quarter. Compensation expense related to stock awards was approximately $0.24 million for the current nine months and approximately $0.51 million for the prior year nine months. Total unrecognized compensation expense related to unvested restricted stock grants at September 30, 2022 was approximately $0.09 million and is expected to be recognized over a weighted average period of approximately 1.25 years.

Shares Available Under the Company’s Equity Incentive Plans

As of September 30, 2022, there were 3,160,909 shares of common stock available for award grants under the 2021 Plan.

Shares Reserved for Issuance

As of September 30, 2022, there were 9,038,864 shares of common stock reserved for issuance, including 5,877,955 shares reserved for issuance pursuant to unexercised warrants and stock options, and 3,160,909 shares available for award grants under the 2021 Plan.

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- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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