Annual report pursuant to section 13 and 15(d)

Stock Option Plans

v2.4.0.6
Stock Option Plans
12 Months Ended
Dec. 31, 2011
Stock Option Plans [Abstract]  
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, 2011, options to purchase 15,000 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. As of December 31, 2011, 638,557 shares of common stock were vested and exercisable under the 2003 Plan.

 

The average fair value of options granted at market during 2011 and 2010 was $2.24 and $2.38 per option, respectively. The total intrinsic value of options exercised during the years ended December 31, 2011 and 2010 was $0 and $2,300, respectively. The aggregate intrinsic value of the outstanding options at December 31, 2011 was $0. At December 31, 2011, there were 737,020 options outstanding under both plans.

The following table summarizes activity of the stock option plans for the years ended December 31, 2011 and 2010:

 

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

Balance, January 1, 2010

     164,536        587,437      $ 5.06   

Increase in options under the 2003 Plan

     350,000        —          —     

Options granted at market

     (299,100     299,100        3.24   

Options exercised

     —          (5,000     2.98   

Options forfeited or expired

     208,182        (211,182     3.98   
  

 

 

   

 

 

   

 

 

 

Balance, December 31, 2010

     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   
  

 

 

   

 

 

   

 

 

 

Of the 737,020 options outstanding at December 31, 2011, 653,557 are vested and exercisable. At December 31, 2011, the weighted average exercise price of vested options outstanding was $4.45, the weighted average remaining contractual term (in years) was 5.6, and the aggregate intrinsic value was $0.

A summary of the non-vested shares as of December 31, 2011 and changes during the year ending December 31, 2011 is presented below:

 

Non-vested Shares

   Shares     Weighted-
Average
Grant-Date
Fair Value
 

Non-vested at January 1, 2011

     90,037      $ 2.65   

Granted

     224,250        2.24   

Vested

     (103,619     2.44   

Forfeited

     (127,205     2.34   
  

 

 

   

 

 

 

Non-vested at December 31, 2011

     83,463      $ 2.28   
  

 

 

   

 

 

 

As of December 31, 2011, the total future compensation cost related to non-vested awards is estimated to be approximately $48,000, $1,000 and $1,000 for the years ending December 31, 2012, 2013, and 2014 respectively.

The total fair value of shares vested during the years ended December 31, 2011 and 2010 was approximately $253,000 and $413,000, 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. The grant date weighted average fair value of performance options granted during 2011 and 2010 was $2.49 and $2.44, respectively. As of December 31, 2011, 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, 2011 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, 2011 above.

 

Performance Based Shares

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

Outstanding at January 1, 2010

     128,210      $ 4.16         7.09       $ 60,000   

Granted

     160,000        3.39         

Options exercised

     —          —           

Forfeited or expired

     (155,950     3.39         
  

 

 

   

 

 

    

 

 

    

 

 

 

Outstanding at December 31, 2010

     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       $ —     
  

 

 

   

 

 

    

 

 

    

 

 

 

Exercisable at December 31, 2011

     132,260      $ 4.14         6.18       $ —     
  

 

 

   

 

 

    

 

 

    

 

 

 

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, 2011 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, 2011

     4,050      $ 1.72   

Granted

     130,000        2.49   

Vested

     (4,050     1.72   

Forfeited

     (101,020     2.46   
  

 

 

   

 

 

 

Non-vested at December 31, 2011

     28,980      $ 2.57