Quarterly report pursuant to Section 13 or 15(d)

Stock-Based Compensation

v2.4.0.6
Stock-Based Compensation
 3 Months Ended
Mar. 31, 2012
Stock-Based Compensation  
Stock-Based Compensation
13.
Stock-Based Compensation
 
On August 5, 2003, the Company established a stock option plan (the "Plan").  Under the Plan, the Company grants stock options to key employees, directors and consultants of the Company.  For all grants prior to September 12, 2005 and grants to employees of the Company after September 12, 2005, the vesting period is 30% on the first anniversary of the grant date, an additional 30% on the second anniversary and the remaining 40% on the third anniversary.  Options expire between five and ten years from the date of grant.
 
For grants to non-employee consultants of the Company after September 12, 2005, the vesting period is between one to three years, subject to the fulfillment of certain conditions in the individual stock option grant agreements, or 100% upon the occurrence of certain events specified in the individual stock option grant agreements.  Options authorized for issuance under the Plan total 17,000,000 after giving effect to an amendment to the Plan approved at the Annual Meeting of the Stockholders of the Company on June 2, 2006.  At March 31, 2012, 8,639,000 shares of common stock were available for issuance.
 
Prior to adoption of the Plan, the Company made restricted stock grants.  During 2003 all existing restricted stock grants were converted to stock options.  The converted options maintained the same full vesting period as the original restricted stock grants.
 
Accounting for Employee Awards
 
The Company's results of operations for the three months ended March 31, 2012 and 2011 include stock-based employee compensation expense totaling $59,815 and $150,246 respectively. Such amounts have been included in the statement of operations in general and administrative and research and development expenses.  No income tax benefit has been recognized in the statement of operations for stock-based compensation arrangements as the Company has provided for a 100% valuation allowance on its deferred tax assets.
 
Employee stock option compensation expense is the estimated fair value of options granted amortized on a straight-line basis over the requisite vesting service period for the entire portion of the award.
 
Accounting for Non-Employee Awards
 
Stock compensation expenses related to non-employee options were $31,359 and $51,742 for the three months ended March 31, 2012 and 2011, respectively.  Such amounts have been included in the statement of operations in general and administrative and research and development expenses.
 
Summary of Stock Compensation Expense Recognized
 
Total stock-based compensation recognized by the Company in the three months ended March 31, 2012 and 2011, and the period from inception (March 19, 2001) to March 31, 2012, is as follows:
 
   
Three Months Ended March 31,
    
Cumulative from
March 19, 2001
(Inception) to
 March 31, 2012
  
   
2012
    
2011
      
Statement of operations line item:
General and administrative:
            
Payroll
   $ 39,317     $ 126,202     $ 2,534,717  
Consulting and other professional fees
     23,222       35,649       809,745  
Research and development:
                        
Payroll
     20,498       24,044       992,547  
Consulting and other professional fees
     8,137       16,093       1,331,794  
                         
Total
   $ 91,174     $ 201,988     $ 5,668,803  
 
Summary of Stock Option Transactions
 
There were 75,000 stock options granted at an exercise price of $0.48 with a fair value of $26,835 during the three months ended March 31, 2012.  There were 130,000 stock options granted at an exercise price of $1.84 with a fair value of $180,326 during the three months ended March 31, 2011.
 
The fair value of options at the date of grant was estimated using the Black-Scholes option pricing model.  The Company took into consideration guidance under ASC 718, "Compensation-Stock Compensation" and Staff Accounting Bulletin ("SAB") 107 when reviewing and updating assumptions.  The expected volatility is based upon historical volatility of the Company's stock.  The expected term is based upon the simplified method as allowed under SAB 107.
 
The assumptions made in calculating the fair values of options are as follows:
 
                                                
    Three Months Ended March 31,  
    2012     2011  
Black-Scholes weighted average assumptions
            
Expected dividend yield       0 %     0 %
Expected volatility      101 %     101 %
Risk free interest rate        0.89 %     2.29 %
Expected term (in years)    5 years     5 years  
 
 
The following table summarizes the employee and non-employee stock-based transactions:
 
   
2012
    
2011
  
   
Number of
 Options
    
Weighted
Avg.
Exercise
Price
    
Number of
Options
    
Weighted
Avg. Exercise
Prices
  
Outstanding at January 1
    7,646,795     $ 1.05       8,076,795     $ 1.02  
Granted
     75,000       0.48       130,000       1.84  
Exercised
     -       -       (75,000 )     0.24  
Cancelled
     (41,000 )     1.54       (89,000 )     1.16  
                                 
Outstanding at March 31
     7,680,795     $ 1.04       8,042,795     $ 1.03  
 
The following table summarizes information about stock options outstanding as of March 31, 2012 and December 31, 2011.
 
   
Number of
Options
    
Weighted Avg.
Exercise Prices
  
Weighted
Average
Remaining
Contractual Term
  
Aggregate
Intrinsic Value
  
Outstanding at March 31, 2012
    7,680,795     $ 1.04  
4.6 years
   $ 184,231  
                           
Exercisable at March 31, 2012
    7,055,795     $ 1.03  
4.2 years
   $ 180,481  
                           
Outstanding at December 31, 2011
    7,646,795     $ 1.05  
4.8 years
   $ 83,611  
                           
Exercisable at December 31, 2011
    6,911,795     $ 1.02  
4.4 years
   $ 83,611  
 
There were no options exercised in the three months ended March 31, 2012.  The total intrinsic value of the options exercised was $94,250 for the three months ended March 31, 2011. The weighted average fair value of the options vested was $0.95 and $0.79 for the three months ended March 31, 2012 and 2011, respectively.
 
A summary of the Company's unvested shares as of March 31, 2012 and changes during the three months ended March 31, 2012 is presented below:
 
   
2012
  
   
Number of 
Options
    
Weighted
Average Fair
Value at Grant
 Date
  
Unvested at January 1, 2012
     735,000     $ 0.92  
Granted
     75,000     $ 0.36  
Vested
     (144,000 )   $ 0.95  
Cancelled
     (41,000 )   $ 1.15  
                 
Unvested at March 31, 2012
     625,000     $ 0.83  
 
As of March 31, 2012 and December 31, 2011, there was $316,217 and $397,593 of total unrecognized compensation cost, respectively, related to all unvested stock options, which is expected to be recognized over a weighted average vesting period of 1.5 years and 1.6 years, respectively.