Pure Cycle Corporation Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

SHAREHOLDERS' EQUITY

SHAREHOLDERS' EQUITY

6 Months Ended

Feb. 28, 2019

NOTE 5 – SHAREHOLDERS’ EQUITY

The Company maintains the 2014 Equity Incentive Plan (the “2014 Equity Plan”), which was approved by shareholders in January 2014 and became effective on April 12, 2014. Executives, eligible employees, consultants and non-employee directors are eligible to receive options and stock grants pursuant to the 2014 Equity Plan. Pursuant to the 2014 Equity Plan, options to purchase shares of stock and restricted stock awards can be granted with exercise prices, vesting conditions and other performance criteria determined by the Compensation Committee of the board of directors. The Company has reserved 1.6 million shares of common stock for issuance under the 2014 Equity Plan. The Company began awarding options under the 2014 Equity Plan in January 2015. Prior to the effective date of the 2014 Equity Plan, the Company granted stock awards to eligible participants under its 2004 Incentive Plan (the “2004 Incentive Plan”), which expired on April 11, 2014. No additional awards may be granted pursuant to the 2004 Incentive Plan; however, awards outstanding as of April 11, 2014, will continue to vest and expire and may be exercised in accordance with the terms of the 2004 Incentive Plan.

The following table summarizes the combined stock option activity for the 2004 Incentive Plan and 2014 Equity Plan for the six months ended February 28, 2019:

	Number of Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Approximate Aggregate Intrinsic Value
Outstanding at August 31, 2018		535,500		$	5.31		6.04	$	3,180,990
Granted (1)		82,500		$	10.48
Exercised		(37,500	)	$	3.06
Forfeited or expired		—		$	—
Outstanding at February 28, 2019		580,500		$	6.19		6.50	$	2,343,935

Options exercisable at February 28, 2019		428,000		$	5.30		5.65	$	2,069,419

(1)	Includes 50,000 shares granted to Mr. Harding on September 26, 2018 and 32,500 total shares granted to non-employee directors on January 16, 2019.

The following table summarizes the combined activity and value of non-vested options under the 2004 Equity Plan and 2014 Incentive Plan as of and for the six months ended February 28, 2019:

	Number of Options			Weighted Average Grant Date Fair Value
Non-vested options outstanding at August 31, 2018		155,833		$	3.76
Granted		82,500			4.60
Vested		(85,834	)		3.46
Forfeited		—			—
Non-vested options outstanding at February 28, 2019		152,499		$	4.03

All non-vested options are expected to vest.

Stock-based compensation expense was $58,200 and $77,400 for the three months ended February 28, 2019 and 2018, respectively. Stock-based compensation expense was $161,700 and $157,600 for the six months ended February 28, 2019 and 2018, respectively.

At February 28, 2019, the Company had unrecognized compensation expenses totaling $458,512 relating to non-vested options that are expected to vest. The weighted-average period over which these options are expected to vest is approximately two years.