Preliminary proxy statement not related to a contested matter or merger/acquisition

Pay vs Performance Disclosure

v3.24.0.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure      
Pay vs Performance Disclosure, Table

Pay Vs. Performance

The following table sets forth compensation information for our chief executive officer, referred to below as our PEO, and our other named executive officers, or NEOs, for purposes of comparing their compensation to the value of our shareholders’ investments and our net income, calculated in accordance with SEC regulations, for fiscal years 2023, 2022 and 2021.

 

Year

 

Summary
Compensation
Table Total
for PEO

 

 

Compensation
Actually
Paid to
PEO

 

 

Average
Summary
Compensation
Table Total
for
Non-PEO
NEOs

 

 

Average
Compensation
Actually Paid
to Non-PEO
NEOs

 

 

Value of
Initial
Fixed $100
Investment
Based On
Total
Stockholder
Return

 

 

Net
Income
(Loss)

 

 

(1)

 

 

(2)

 

 

(3)

 

 

(4)

 

 

(5)

 

 

 

 

2023

 

$

420,691

 

 

$

373,621

 

 

$

351,335

 

 

$

341,202

 

 

$

1.73

 

 

$

(20,941,000

)

2022

 

$

733,086

 

 

$

(157,884

)

 

$

418,365

 

 

$

335,281

 

 

$

6.67

 

 

$

(28,634,000

)

2021

 

$

4,727,650

 

 

$

1,910,300

 

 

$

 

 

$

 

 

$

93.59

 

 

$

(16,158,000

)

 

1.
The dollar amounts reported are the amounts of total compensation reported for our CEO, Mr. Beaver, in the Summary Compensation Table for fiscal years 2023, 2022 and 2021.
2.
The dollar amounts reported represent the amount of “compensation actually paid”, as computed in accordance with SEC rules. The dollar amounts reported are the amounts of total compensation reported for Mr. Beaver during the applicable year, but also include (i) the year-end value of equity awards granted during the reported year, (ii) the change in the value of equity awards that were unvested at the end of the prior year, measured through the date the awards vested, or through the end of the reported fiscal year, and (iii) value of equity awards issued and vested during the reported fiscal year. See “PEO Equity Award Adjustment Breakout” table below for further information.
3.
The dollar amounts reported are the average of the total compensation reported for our NEOs, other than our PEO, namely Ms. Bright and Mr. Sandor, in the Summary Compensation Table for fiscal years 2023, 2022 and 2021.
4.
The dollar amounts reported represent the average amount of “compensation actually paid”, as computed in accordance with SEC rules, for our NEOs, other than our PEO. The dollar amounts reported are the average of the total compensation reported for our NEOs, other than our PEO in the Summary Compensation Table for fiscal years 2023, 2022 and 2021, but also include (i) the year-end value of equity awards granted during the reported year, (ii) the change in the value of equity awards that were unvested at the end of the prior year, measured through the date the awards vested, or through the end of the reported fiscal year, and (iii) value of equity awards issued and vested during the reported fiscal year. See “Non-PEO NEO Equity Award Adjustment Breakout” table below for further information.
5.
Reflects the cumulative shareholder return over the relevant fiscal year, computed in accordance with SEC rules, assuming an investment of $100 in our common shares at a price per share equal to the closing price of our common stock on the last trading day before the commencement of the applicable fiscal year and the measurement end point of the closing price of our common stock on the last trading day in the applicable fiscal year. The closing price of our common stock on December 31, 2023, December 31, 2022, and December 31, 2021was $1.12, $65.00, and $975.00 respectively.

PEO Equity Award Adjustment Breakout

To calculate the amounts in the “Compensation Actually Paid to PEO” column in the table above, the following amounts were deducted from and added to (as applicable) our PEO’s “Total” compensation as reported in the Summary Compensation Table:

 

Year

 

Summary
Compensation
Table Total
for CEO

 

 

Reported
Value of
Equity
Awards for
CEO(1)

 

 

Fair Value
as of Year
End for
Awards
Granted
During the
Year

 

 

Fair Value
Year over Year
Increase or
Decrease in
Unvested
Awards
Granted in
Prior Years

 

 

Fair Value
of Awards
Granted and
Vested During
the Year

 

 

Fair Value
Increase or
Decrease from
Prior Year
end for
Awards that
Vested during
the Year

 

 

Compensation
Actually Paid
to CEO

 

2023

 

$

420,691

 

 

$

(43,166

)

 

$

5,454

 

 

$

(45,219

)

 

$

43,166

 

 

$

(7,305

)

 

$

373,621

 

2022

 

$

733,086

 

 

$

(140,621

)

 

$

20,633

 

 

$

(915,329

)

 

$

172,999

 

 

$

(28,652

)

 

$

(157,884

)

2021

 

$

4,727,650

 

 

$

(3,851,471

)

 

$

721,507

 

 

$

(15,757

)

 

$

232,560

 

 

$

95,811

 

 

$

1,910,300

 

 

(1)
Represents the grant date fair value of the equity awards to our PEO, as reported in the Summary Compensation Table.

Non-PEO NEO Equity Award Adjustment Breakout

To calculate the amounts in the “Compensation Actually Paid to Non-PEO NEOs” column in the table above, the following amounts were deducted from and added to (as applicable) the average “Total” compensation of our Non-PEO NEOs as reported in the Summary Compensation Table:

 

Year

 

Average
Summary
Compensation
Table Total for
Non-CEO
NEOs

 

 

Reported
Value of
Equity
Awards for
Non-CEO
NEOs
(1)

 

 

Fair Value as
of Year End
for Awards
Granted
During the
Year

 

 

Fair Value
Year over
Year
Increase or
Decrease
in
Unvested
Awards
Granted in
Prior
Years

 

 

Fair Value of
Awards Granted
and Vested During
the Year

 

 

Fair Value
Increase or
Decrease
from Prior
Year end for
Awards that
Vested
during the
Year

 

 

Compensation
Actually Paid
to Non-CEO
NEOs

 

2023

 

$

351,335

 

 

$

(5,150

)

 

$

651

 

 

$

(4,324

)

 

$

 

 

$

(1,310

)

 

$

341,202

 

2022

 

$

418,365

 

 

$

(93,119

)

 

$

8,125

 

 

$

(20,750

)

 

$

30,749

 

 

$

(8,089

)

 

$

335,281

 

 

(1)
Represents the grant date fair value of the equity awards to our Non-PEO NEOs, as reported in the Summary Compensation Table
   
Named Executive Officers, Footnote
3.
The dollar amounts reported are the average of the total compensation reported for our NEOs, other than our PEO, namely Ms. Bright and Mr. Sandor, in the Summary Compensation Table for fiscal years 2023, 2022 and 2021.
   
PEO Total Compensation Amount $ 420,691 $ 733,086 $ 4,727,650
PEO Actually Paid Compensation Amount $ 373,621 (157,884) 1,910,300
Adjustment To PEO Compensation, Footnote

PEO Equity Award Adjustment Breakout

To calculate the amounts in the “Compensation Actually Paid to PEO” column in the table above, the following amounts were deducted from and added to (as applicable) our PEO’s “Total” compensation as reported in the Summary Compensation Table:

 

Year

 

Summary
Compensation
Table Total
for CEO

 

 

Reported
Value of
Equity
Awards for
CEO(1)

 

 

Fair Value
as of Year
End for
Awards
Granted
During the
Year

 

 

Fair Value
Year over Year
Increase or
Decrease in
Unvested
Awards
Granted in
Prior Years

 

 

Fair Value
of Awards
Granted and
Vested During
the Year

 

 

Fair Value
Increase or
Decrease from
Prior Year
end for
Awards that
Vested during
the Year

 

 

Compensation
Actually Paid
to CEO

 

2023

 

$

420,691

 

 

$

(43,166

)

 

$

5,454

 

 

$

(45,219

)

 

$

43,166

 

 

$

(7,305

)

 

$

373,621

 

2022

 

$

733,086

 

 

$

(140,621

)

 

$

20,633

 

 

$

(915,329

)

 

$

172,999

 

 

$

(28,652

)

 

$

(157,884

)

2021

 

$

4,727,650

 

 

$

(3,851,471

)

 

$

721,507

 

 

$

(15,757

)

 

$

232,560

 

 

$

95,811

 

 

$

1,910,300

 

 

(1)
Represents the grant date fair value of the equity awards to our PEO, as reported in the Summary Compensation Table.
   
Non-PEO NEO Average Total Compensation Amount $ 351,335 418,365 0
Non-PEO NEO Average Compensation Actually Paid Amount $ 341,202 335,281 0
Adjustment to Non-PEO NEO Compensation Footnote

Non-PEO NEO Equity Award Adjustment Breakout

To calculate the amounts in the “Compensation Actually Paid to Non-PEO NEOs” column in the table above, the following amounts were deducted from and added to (as applicable) the average “Total” compensation of our Non-PEO NEOs as reported in the Summary Compensation Table:

 

Year

 

Average
Summary
Compensation
Table Total for
Non-CEO
NEOs

 

 

Reported
Value of
Equity
Awards for
Non-CEO
NEOs
(1)

 

 

Fair Value as
of Year End
for Awards
Granted
During the
Year

 

 

Fair Value
Year over
Year
Increase or
Decrease
in
Unvested
Awards
Granted in
Prior
Years

 

 

Fair Value of
Awards Granted
and Vested During
the Year

 

 

Fair Value
Increase or
Decrease
from Prior
Year end for
Awards that
Vested
during the
Year

 

 

Compensation
Actually Paid
to Non-CEO
NEOs

 

2023

 

$

351,335

 

 

$

(5,150

)

 

$

651

 

 

$

(4,324

)

 

$

 

 

$

(1,310

)

 

$

341,202

 

2022

 

$

418,365

 

 

$

(93,119

)

 

$

8,125

 

 

$

(20,750

)

 

$

30,749

 

 

$

(8,089

)

 

$

335,281

 

 

(1)
Represents the grant date fair value of the equity awards to our Non-PEO NEOs, as reported in the Summary Compensation Table
   
Total Shareholder Return Amount $ 1.73 6.67 93.59
Net Income (Loss) $ (20,941,000) $ (28,634,000) $ (16,158,000)
PEO Name Mr. Beaver Mr. Beaver Mr. Beaver
Closing Price $ 1.12 $ 65 $ 975
PEO | Adjustment to Compensation Reported Value of Equity Awards [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount [1] $ (43,166) $ (140,621) $ (3,851,471)
PEO | Adjustment to Compensation Fair Value as of Year End for Awards Granted During the Year [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 5,454 20,633 721,507
PEO | Adjustment to Compensation Fair Value Year Over Year Increase or Decrease in Unvested Awards Granted in Prior Years [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (45,219) (915,329) (15,757)
PEO | Adjustment to Compensation Fair Value of Awards Granted and Vested During the Year [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 43,166 172,999 232,560
PEO | Adjustment to Compensation Fair Value Increase or Decrease from Prior Year End for Awards that Vested During the Year [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (7,305) (28,652) $ 95,811
Non-PEO NEO | Adjustment to Compensation Reported Value of Equity Awards [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount [2] (5,150) (93,119)  
Non-PEO NEO | Adjustment to Compensation Fair Value as of Year End for Awards Granted During the Year [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 651 8,125  
Non-PEO NEO | Adjustment to Compensation Fair Value Year Over Year Increase or Decrease in Unvested Awards Granted in Prior Years [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (4,324) (20,750)  
Non-PEO NEO | Adjustment to Compensation Fair Value of Awards Granted and Vested During the Year [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 30,749  
Non-PEO NEO | Adjustment to Compensation Fair Value Increase or Decrease from Prior Year End for Awards that Vested During the Year [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ (1,310) $ (8,089)  
[1] Represents the grant date fair value of the equity awards to our PEO, as reported in the Summary Compensation Table.
[2] Represents the grant date fair value of the equity awards to our Non-PEO NEOs, as reported in the Summary Compensation Table