Share-Based Compensation
12 Months Ended
Dec. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Share-Based Compensation

10. Share-Based Compensation

 

 At December 31, 2016, the Company’s 2008 Long-Term Incentive Plan provided that an aggregate of 52,536 shares of its Class A common stock may be awarded under the plan. Both nonqualified stock options and incentive stock options may be issued under the provisions of the 2008 Long Term Incentive Plan. Employees, members of the Board of Directors, consultants, service providers and advisors are eligible to participate in the 2008 Long-Term Incentive Plan, which terminates upon the earlier of a board resolution terminating the 2008 Long-Term Incentive Plan or ten years after the effective date of the 2008 Long-Term Incentive Plan. All outstanding options are nonqualified and are generally granted with an exercise price equal to the closing market price of the Company’s stock on the date of the grant. Options vest based on service conditions, performance (attainment of a certain amount of pre-tax income for a given year), or some combination thereof. Grants typically expire seven years from the date of grant.

 

The determination of the estimated fair value of share-based payment awards on the date of grant using the Black-Scholes option-pricing model is affected by the Company’s stock price as well as assumptions regarding a number of complex and subjective variables. Expected volatilities are based on a value calculated using the combination of historical volatility of comparable public companies in RGS’ industry and its stock price volatility since the Company’s initial public offering. Expected life is based on the specific vesting terms of the option and anticipated changes to market value and expected employee exercise behavior. The risk-free interest rate used in the option valuation model is based on U.S. Treasury zero-coupon securities with remaining terms similar to the expected term on the options. RGS does not anticipate paying any cash dividends on its Class A common stock in the foreseeable future and, therefore, an expected dividend yield of zero is used in the option valuation model. RGS is required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods if actual forfeitures differ from those estimates. RGS primarily uses plan life-to-date forfeiture experience rate to estimate option forfeitures and records share-based compensation expense only for those awards that are expected to vest.

 

The following are the variables used in the Black-Scholes option pricing model to determine the estimated grant date fair value for options granted under the Company’s incentive plans for each of the years presented:

 

    2016  

2015

Expected volatility   —%   109% - 174%
Weighted-average volatility   —%   155%
Expected dividends   — %   —%
Expected term (in years)   —   3.5 - 4.5
Risk-free rate   —%   1.41% - 1.84%

 

The table below presents a summary of the Company’s option activity as of December 31, 2016 and changes during the years then ended:

 

    Shares     Weighted-
Average
Exercise
Price
   

Weighted-
Average
Remaining
Contractual
Term

(Yrs)

    Aggregate
Intrinsic
Value
 
Outstanding at January 1, 2015     238     $ 29,280.00       5.0     $ —  
Granted     167       2,340.00                  
Exercised     —       —                  
Forfeited or expired     (160 )     19,608.00                  
Outstanding at December 31, 2015     245     $ 15,144.00       5.0     $ —  
Exercisable at December 31, 2015     57     $ 19,446.00       5.0     $ —  
Granted     —       —                  
Exercised     —       —                  
Forfeited or expired     (40 )     4,814.70                  
Outstanding at December 31, 2016     205     $ 15,195.77       3.5     $ —  
Exercisable at December 31, 2016     153     $ 15,879.77       3.5     $ —  

 

The total fair value of shares vested was approximately $1,000 and $780,000 during the years ended December 31, 2016 and 2015, respectively. The Company’s share-based compensation cost charged against income for continuing operations was approximately $0.7 million and $0.8 million during the years 2016 and 2015, respectively. As of December 31, 2016, there was $0.2 million of unrecognized cost related to non-vested shared-based compensation arrangements granted under the plans. The Company expects that cost to be recognized over the next fiscal year.