Annual report pursuant to section 13 and 15(d)

STOCK OPTION PLANS

v2.4.0.6
STOCK OPTION PLANS
12 Months Ended
Dec. 31, 2012
STOCK OPTION PLANS
10. STOCK OPTION PLANS:

The Company adopted a stock option plan in 1994 (the “1994 Plan”) that provided for the grant of incentive stock options and nonqualified stock options, and reserved 450,000 shares of the Company’s common stock for future issuance under the plan. The option price must have been at least 100% of market value at the date of the grant and the options have a maximum term of 10 years. Options granted typically vest ratably over a three-year period or based on achievement of performance criteria. The Company typically grants selected executives and other key employees share option awards, whose vesting is contingent upon meeting various departmental and company-wide performance goals including meeting sales targets and net profit targets. As of December 31, 2012, options to purchase 12,000 shares of common stock were vested and exercisable under the 1994 Plan. The 1994 Plan terminated in 2004.

On September 18, 2003, the Company adopted a new stock option plan (the “2003 Plan”) that provides for the grant of incentive stock options and nonqualified stock options, and reserved 450,000 additional shares of the Company’s common stock for future issuance under the plan. The 2003 Plan was subsequently amended to increase the number of shares reserved for issuance thereunder to 670,000. During 2008, the 2003 Plan was further amended to increase the number of shares reserved for issuance to 810,000. In the first quarter of 2010, the 2003 Plan was further amended to increase the number of shares reserved for issuance thereunder to 1,160,000. The option price of incentive stock options must be at least 100% of market value at the date of the grant and incentive stock options have a maximum term of 10 years. Options granted typically vest ratably over a three-year period or based on achievement of performance criteria. The Company typically grants selected executives and other key employees share option awards, whose vesting is contingent upon meeting various departmental and company-wide performance goals including meeting sales targets and net profit targets. In March 2009, the Company amended the 2003 Plan to extend the post-service termination exercise period of nonstatutory stock options granted to directors for their service to the Company as directors from three months after the director’s termination date to the tenth anniversary of the date of grant. The 2003 Plan does not contain any provisions which would trigger automatic vesting upon a change in control. As of December 31, 2012, 689,201 shares of common stock were vested and exercisable under the 2003 Plan.

The average fair value of options granted at market during 2012 and 2011 was $0.39 and $2.24 per option, respectively. The total intrinsic value of options exercised during the years ended December 31, 2012 and 2011 was $0. The aggregate intrinsic value of the outstanding options at December 31, 2012 was nominal. At December 31, 2012, there were 706,803 options outstanding under both plans.

 

The following table summarizes activity of the stock option plans for the years ended December 31, 2012 and 2011:

 

     Shares
Available
for Future Grant
    Number of
Shares
Outstanding
Under Option
    Weighted
Average
Exercise
Price
 

Balance, January 1, 2011

     423,618        670,355      $ 4.60   

Options granted at market

     (224,250     224,250        2.32   

Options exercised

     —          —          —     

Options forfeited or expired

     154,585        (157,585     2.95   
  

 

 

   

 

 

   

 

 

 

Balance, December 31, 2011

     353,953        737,020      $ 4.26   

Options granted at market

     (54,250     54,250        0.54   

Options exercised

     —          —          —     

Options forfeited or expired

     81,467        (84,467     1.83   
  

 

 

   

 

 

   

 

 

 

Balance, December 31, 2012

     381,170        706,803      $ 4.27   
  

 

 

   

 

 

   

 

 

 

Of the 706,803 options outstanding at December 31, 2012, 701,201 are vested and exercisable. At December 31, 2012, the weighted average exercise price of vested options outstanding was $4.29, the weighted average remaining contractual term (in years) was 4.9, and the aggregate intrinsic value was $0.

A summary of the non-vested shares as of December 31, 2012 and changes during the year ending December 31, 2012 is presented below:

 

Non-vested Shares

   Shares     Weighted-
Average
Grant-Date
Fair Value
 

Non-vested at January 1, 2012

     83,463      $ 2.28   

Granted

     54,250        0.39   

Vested

     (63,109     2.50   

Forfeited

     (69,002     0.69   
  

 

 

   

 

 

 

Non-vested at December 31, 2012

     5,602      $ 0.99   
  

 

 

   

 

 

 

As of December 31, 2012, the total future compensation cost related to non-vested awards is estimated to be approximately $601, $314 and $58 for the years ending December 31, 2013, 2014, and 2015 respectively.

The total fair value of shares vested during the years ended December 31, 2012 and 2011 was approximately $157,939 and $253,000, respectively.

The Company typically grants selected executives and other key employees share option awards, whose vesting is contingent upon meeting various departmental and company-wide performance goals including meeting sales targets and net profit targets. No performance options were granted during 2012. The grant date weighted average fair value of performance options granted during 2011 was $2.49. As of December 31, 2012, there was no unrecognized compensation cost related to non-vested performance options. A summary of activity of options that vest contingent upon achievement of certain performance criteria under the 2003 Plan as of December 31, 2012 and changes during the year then ended is presented below. These shares were also included in the summary of activity of stock option plans for the year ended December 31, 2012 above.

 

Performance Based Shares

   Shares     Weighted
Average
Exercise Price
     Weighted
Average
Remaining
Contractual Term
     Aggregate
Intrinsic
Value
 

Outstanding at January 1, 2011

     132,260      $ 4.14         6.18       $ —     

Granted

     130,000        2.15         

Options exercised

     —          —           

Forfeited or expired

     (101,020     2.15         
  

 

 

   

 

 

    

 

 

    

 

 

 

Outstanding at December 31, 2011

     161,240      $ 3.79         6.74       $ —     

Granted

     —          —           

Options exercised

     —          —           

Forfeited or expired

     —          —           
  

 

 

   

 

 

    

 

 

    

 

 

 

Outstanding at December 31, 2012

     161,240      $ 3.79         4.91       $ —     
  

 

 

   

 

 

    

 

 

    

 

 

 

Exercisable at December 31, 2012

     161,240      $ 3.79         4.91       $ —     
  

 

 

   

 

 

    

 

 

    

 

 

 

 

A summary of the non-vested shares that vested, some being contingent upon achievement of certain performance criteria, under the 2003 Plan as of December 31, 2012 and changes during the year then ended is presented below. These shares were also reflected in the summary above.

 

Performance Based Non-vested Shares

   Shares     Weighted-Average
Grant-Date
Fair Value
 

Non-vested at January 1, 2012

     28,980      $ 2.57   

Granted

     —          —     

Vested

     (28,980     2.57   

Forfeited

     —          —     
  

 

 

   

 

 

 

Non-vested at December 31, 2012

     —        $ —