Stock Compensation Plan |
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Stock Compensation Plan |
9. Stock Compensation Plan
On February 25, 2022, the Company held its 2021 Annual Meeting. At the 2021 Annual Meeting, the shareholders of the Company approved and ratified the Company’s 2021 Equity Incentive Plan (the “2021 Incentive Plan”), which is a successor to the 2012 Incentive Plan. The 2021 Incentive Plan provides the aggregate number of shares of Common Stock that may be issued under the 2021 Plan will not exceed the sum of (i) new shares, (ii) the number of shares remaining available for the grant of new awards under the 2012 Incentive Plan as of immediately prior to the effective date of the 2021 Incentive Plan, and (iii) certain shares subject to outstanding awards granted under the 2012 Incentive Plan that may become available for issuance under the 2021 Incentive Plan, as such shares become available from time to time. As of September 30, 2023, an aggregate of shares of common stock are covered by outstanding option awards and shares of common stock are available for future awards under the 2021 Incentive Plan.
Options are granted at the fair market value of the Company’s stock on the date of grant which determines the exercise price after the completion of the vesting period. Options can vest either immediately or over a period of up to from their respective grant dates and expire years from the date of grant. As of September 30, 2023 and December 31, 2022, the Company did not award any stock appreciation rights under the 2021 Incentive Plan.
Total compensation cost related to stock options was approximately a $ benefit due to forfeitures and $ for the three months ended September 30, 2023 and 2022, respectively. Total compensation cost related to stock options was approximately $ and $ for the nine months ended September 30, 2023 and 2022, respectively. As of September 30, 2023, there was approximately $ of unrecognized compensation costs related to stock options, which is expected to be recognized over a weighted average period of less than one year.
On August 8 2023, the Compensation Committee and Board of Directors approved restricted stock awards to certain of our executive officers under the Company’s 2021 Equity Incentive Plan, consisting of shares to our Chief Executive Officer, Ms. Kimberly Murphy, with shares to vest immediately and shares to vest within six (6) months from date of the award and shares to our Chief Financial Officer, Ms. Janet Huffman, with shares to vest immediately and shares to vest within six (6) months from date of the award. The restricted stock awards are subject to the terms and conditions of the Company’s form of restricted stock award agreement which include earlier vesting upon a change in control of the Company. An aggregate of an additional shares of common stock were awarded to four of the Company’s non-employee directors with shares to vest immediately and shares to vest within six (6) months from the date of the award.
Total compensation cost related to restricted stock awards was approximately $ for the three and nine months ended September 30, 2023. There was restricted stock award cost related for the three and nine months ended September 30, 2022. As of September 30, 2023, there was approximately $ of unrecognized compensation costs related to restricted stock awards, which is expected to be recognized over a weighted average period of less than six months.
During the nine-months ended September 30, 2023, the Company granted stock options to the Chief Financial Officer as an onboarding award. The exercise price, determined by the stock price close on March 7, 2023, was $ per share. The fair value of this award was $ per share of common stock which is used to expense the option over the vesting period. This fair value was determined using the Black Scholes Option Pricing model, which values options based on the stock price at the grant date, the expected life of the option, the estimated volatility of the stock, the expected dividend payments, and the risk-free interest rate over the life of the option. The assumptions used in the Black-Scholes Option Pricing model were as follows for stock options granted in the nine-month period ended September 30, 2023:
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