NOTE 12.  STOCK-BASED COMPENSATION PLAN



Under the Company’s current 2015 Stock Incentive Plan (the “2015 Plan”) and the previous 2005 Stock Incentive Plan (the “2005 Plan”), the Company’s Board of Directors (the “Board of Directors”) had flexibility to determine the type and amount of awards to be granted to eligible participants, who must be employees, directors, officers or consultants of the Company or its subsidiaries.  The 2015 Plan allows for grants of incentive stock options, nonqualified stock options, restricted stock awards, stock appreciation rights, and restricted units.  The aggregate number of shares of common stock that may be granted through awards under the 2015 Plan to any employee in any calendar year may not exceed 500 shares.  The 2005 Plan continued in effect until June 2015 when it expired in accordance with its terms.  The 2015 Plan will continue in effect until December 2025 unless terminated sooner. 



During the six months ended June 30, 2016, the Company issued stock options for an aggregate of 38 shares under the 2015 Plan to directors of the Company, which options vest in four equal consecutive quarterly tranches from the date of grant.



For computing the fair value of the stock-based awards, the fair value of each option grant has been estimated as of the date of grant using the Black-Scholes option-pricing model with the following assumptions:















The total non-cash stock compensation expense for continuing operations related to restricted stock, stock options and stock awards recorded by the Company for the three months ended June 30, 2016 and 2015 was $115 and $531, respectively, and for the six months ended June 30, 2016 and 2015 was $151 and $902, respectively.  For the three and six months ended June 30, 2016 and 2015, the majority of stock-based compensation costs were classified as selling, general and administrative expense.  The fair value of unvested restricted stock awards is determined based on the market price of our shares of common stock on the grant date or using the Monte-Carlo pricing model.  As of June 30, 2016, there were 260 unvested stock options and unrecognized compensation cost of $703 related to unvested stock options, as well as 290 unvested restricted stock awards and unrecognized compensation cost of $37 related to unvested restricted stock awards.  As of June 30, 2016, the Company has unvested restricted stock awards which vest based upon satisfaction of a performance condition.  Achievement of the performance condition is currently not considered probable.  Consequently, the Company has not recorded compensation costs associated with the performance condition awards.