Quarterly report pursuant to Section 13 or 15(d)

EMPLOYEE STOCK PLANS

v3.24.2
EMPLOYEE STOCK PLANS
9 Months Ended
May 31, 2024
EMPLOYEE STOCK PLANS  
EMPLOYEE STOCK PLANS

NOTE 7 – EMPLOYEE STOCK PLANS

The Company reserved 2.0 million shares of common stock for issuance to employees and directors pursuant to the Company’s 2024 Equity Incentive Plan (the “2024 Equity Plan”). As of May 31, 2024 there were 1,998,392 shares available for grant under the 2024 Equity Plan. Prior to the effective date of the 2024 Equity Plan, the Company granted options and stock awards to eligible participants under its 2014 Equity Plan (the “2014 Equity Plan”), which expired on April 12, 2024. As of August 31, 2023 there were 964,378 shares available to grant under the 2014 Equity Plan.  No additional awards may be granted pursuant to the 2014 Equity Plan as of May 31, 2024.

The following table summarizes the combined stock option activity for the 2014 Equity Plan and 2024 Equity Plan for the periods noted:

    

Number of Options

    

Weighted Average Exercise Price

    

Weighted Average Remaining Contractual Term

    

Approximate Aggregate Intrinsic Value
(in thousands)

Outstanding at August 31, 2023

563,000

$

9.15

5.5

$

1,221

Granted

 

$

Net settlement exercised

 

(32,000)

$

Forfeited / Expired

$

Outstanding at May 31, 2024

 

531,000

$

9.36

4.9

$

472

Options exercisable at May 31, 2024

 

472,000

$

9.18

4.7

$

465

Outstanding at August 31, 2022

 

712,500

$

8.75

5.7

$

1,489

Granted

 

$

Net settlement exercised

 

$

Forfeited / Expired

$

Outstanding at May 31, 2023

 

712,500

$

8.75

5.0

$

1,226

During the nine months ended May 31, 2024, the Company had net settlement exercises of stock options, whereby the optionee did not pay cash for the options exercised but instead received the number of shares equal to the difference between the exercise price and the market price on the date of exercise. During the three months ended May 31, 2024, there were no net settlement exercises.  During the nine months ended May 31, 2024, net settlement exercises resulted in 13,978 shares being issued and 18,022 options being cancelled in settlement of the shares issued. There were no options exercised during the three and nine months ended May 31, 2023.

The following table summarizes the activity and value of non-vested options under the 2014 Equity Plan and 2024 Equity Plan for the periods presented:

    

Number of Options

    

Weighted Average Grant Date Fair Value

Non-vested options outstanding at August 31, 2023

111,000

$

4.43

Granted

 

$

Vested

 

(52,000)

$

4.41

Forfeited / Expired

 

$

Non-vested options outstanding at May 31, 2024

 

59,000

$

4.45

Non-vested options outstanding at August 31, 2022

 

232,998

$

4.47

Granted

 

$

Vested

 

(101,998)

$

4.40

Forfeited

$

Non-vested options outstanding at May 31, 2023

 

131,000

$

4.54

All non-vested options are expected to vest.

On May 22, 2024, the Company issued a non-employee Board member 1,608 shares of unrestricted stock. The fair market value of the unrestricted shares for share-based compensation expense is equal to the closing price of the Company's common stock on the date of grant of $9.33. There is no vesting requirement for the unrestricted stock grants.

On January 17, 2024, the Company’s six non-employee Board members were each granted 3,006 shares of unrestricted stock. The fair market value of the unrestricted shares for share-based compensation expense is equal to the closing price of the Company's common stock on the date of grant of $9.98. There is no vesting requirement for the unrestricted stock grants.

On September 19, 2023, the Company issued certain employees 8,000 shares of restricted stock. These shares vested 20% at the September 19, 2023 grant date, and 20% vest each anniversary of the grant date for four years. The shares are eligible to vote and participate in any dividend or stock splits approved by the Company.

On January 11, 2023, the Company’s six non-employee Board members were each granted 3,033 shares of unrestricted stock. The fair market value of the unrestricted shares for share-based compensation expense is equal to the closing price of the Company's common stock on the date of grant of $9.89. There is no vesting requirement for the unrestricted stock grants. Additionally, on January 11, 2023, the Company’s board awarded an executive officer 50,000 shares of restricted stock. Of which 10,000 shares fully vested in fiscal 2023 and the remaining 40,000 restricted stock unit awards were forfeited upon the executive officer’s departure. The shares are eligible to vote and participate in any dividend or stock splits approved by the Company.

On September 14, 2022, the Company issued certain employees 6,000 shares of restricted stock. These shares vested 20% at the September 14, 2022 grant date, and 20% vest each anniversary of the grant date for four years. The shares are eligible to vote and participate in any dividend or stock splits approved by the Company.

For the three and nine months ended May 31, 2024, the Company recognized $0.1 million and $0.4 million of stock-based compensation expense. For the three and nine months ended May 31, 2023, the Company recognized $0.1 million and $0.6 million of stock-based compensation expense.

At May 31, 2024, the Company had unrecognized compensation expenses totaling $0.2 million relating to non-vested options and restricted stock that are expected to vest. The weighted-average period over which these options are expected to vest is approximately two years.