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Share-Based Payment

12 Months Ended

Dec. 31, 2024

Note 17 - Share-Based Payment

Expenses recognized in the financial statements

The expenses recognized in the financial statements for services received from directors and employees is shown in the following table:

	Year ended December 31
	2024		2023		2022
	€ thousand

Expenses arising from share-based payment transactions		112		122		127

The share-based payments that the Company granted to its employees and directors are described below. There have been no modifications or cancellations to any of the share option plans during 2024, 2023 or 2022. The amount recognized as an expense is adjusted to reflect the actual number of share options that are expected to vest.

The fair value of the options is estimated using a Black-Scholes options pricing model with the following weighted average assumptions:

	Year ended December 31
	2024			2023			2022
Dividend yield		0	%		0	%		0	%
Expected volatility		0.569			0.509			0.405
Risk-free interest		4.16	%		4.92	%		2.9	%
Expected life (in years)		2-3			2-3			2-3
Exercise price		12.02			16.11			27.22

All options granted during 2024, 2023 and 2022 were granted with an exercise price equal to or higher than the market price on the date of grant. Weighted average fair values and exercise prices of options on dates of grant are as follows:

	Equal market price
	2024		2023		2022
	US$
Weighted average exercise prices		12.02		16.11		27.22

Weighted average fair value on grant date		4.10		5.11		7.27

Stock Option Plans

In December 1998, the Company’s shareholders approved the non-employee director stock option plan (the “1998 Plan”). Each option granted under the 1998 Plan originally vested immediately and expires after 10 years. Generally, the Company grants options under the plan with an exercise price equal to the market price of the underlying shares on the date of grant. An aggregate amount of not more than 75,000 ordinary shares was reserved for grants under the 1998 Plan. The original expiration date of the 1998 Plan pursuant to its terms was December 8, 2008 (10 years after its adoption). In January 2008 and June 2018, the term of the 1998 Plan was extended and as a result on the current expiration date is December 8, 2028. In connection with the adoption of the Company’s compensation policy in 2013, the 1998 Plan was amended to provide that options granted under the 1998 Plan will become exercisable based on the vesting schedule determined in the approvals of the option grant.

During each of the years 2024, 2023 and 2022, the Company granted to directors options to purchase an aggregate amount of 4,000, 4,616 and 4,000 ordinary shares, respectively, under the 1998 Plan.

As of December 31, 2024, options to purchase 17,865 ordinary shares are outstanding and 19,551 ordinary shares are available for future grants under the 1998 Plan.

In August 2000, the Company’s board of directors adopted the 2000 Stock Option Plan (the “2000 Plan”). The reserve under the 2000 Plan was increased several times. The options usually vest over a three-year period. The exercise price of the options under the 2000 Plan is determined to be not less than 80% of the fair market value of the Company’s ordinary shares at the time of grant, and they usually expire 10 years after the date of grant. In June 2008 and June 2018, the term of the 2000 Plan was extended by additional 10-year periods and the current expiration date of the 2000 Plan is August 31, 2028.

As of December 31, 2024, options to purchase 34,645 ordinary shares are outstanding and 547,206 ordinary shares are available for future grants under the 2000 Plan. Options that are cancelled or forfeited become available for future grant.

Changes during the year:

The following table lists the number of share options, the weighted average exercise prices of share options during the current year:

	2024				2023				2022
			Weighted				Weighted					Weighted
			Average				average					Average
	Number of		Exercise		Number of		exercise		Number of			Exercise
	options		Price		options		price		options			Price
			US$				US$					US$
Outstanding at beginning of year		54,010		26.28		49,394		26.98		48,684			26.16
Granted during the year		4,000		12.02		4,616		16		4,000			27.22
Exercised during the year		-		-		-		-		(3,290	)		11.19
Expired during the year		5,500		21.03		-		-		-			-

Outstanding at end of year		52,510		25.74		54,010		26.28		49,394			26.98
Exercisable at end of year		48,510		26.87		38,394		26.63		23,394			25.25

The weighted average remaining contractual life for the share options outstanding as of December 31, 2024 was 7.98 years (as of December 31, 2023 was 8.23 years and as of December 31, 2022 was 8.40 years).

The range of exercise prices for share options outstanding as of December 31, 2024: $8.95- $34.44 (as of December 31, 2023 and 2022 the range was $8.41- $34.44).