Definitive proxy statements

Pay vs Performance Disclosure

v3.25.1
Pay vs Performance Disclosure - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Pay vs Performance Disclosure      
Pay vs Performance Disclosure, Table

Pay Versus Performance

We are providing the following information regarding total compensation for our Chief Executive Officer (or “PEO”) and our other NEOs as a group as set forth in the Summary Compensation Table (or “SCT”) for fiscal years 2024, 2023 and 2022, the “compensation actually paid” to our NEOs (as determined under SEC rules) and our total shareholder return (our “TSR”) and net income (loss) for those years. For further information concerning our pay-for-performance philosophy and how we align executive compensation with our performance, refer to “Executive Compensation – Narrative Description of Executive Compensation Program.”

Year

 

SCT Total for PEO(1)

 

Compensation Actually Paid to PEO(2)

 

Average SCT Total for Non-PEO-NEOs(3)

 

Average Compensation Actually Paid to Non-PEO-NEOs(4)

 

Value of Initial Fixed $100 Investment Based on Company TSR

 

Net Income (Loss)

($ in thousands)

2024

 

$

1,995,550

 

$

3,194,573

 

$

784,913

 

$

1,149,066

 

$

170

 

$

14,741

2023

 

1,852,632

 

1,707,451

 

774,174

 

721,304

 

108

 

(24,402)

2022

 

2,069,041

 

2,582,655

 

844,814

 

992,177

 

128

 

(3,352)

____________________________

(1)
For each fiscal year included in the table, Richard W. Heo served as our PEO.
(2)
The amounts reported in this column represent the amount of “compensation actually paid,” or “CAP,” to Mr. Heo, as computed in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect the actual amount of compensation earned by or paid to Mr. Heo during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments reflected in the table below were made to Mr. Heo’s total compensation for each year reflected in the Summary Compensation Table to determine the CAP values. The valuation assumptions used to calculate the equity award fair values did not materially differ from those disclosed at the time of the applicable grants, except that the performance RSUs are valued based on actual achievement instead of target given that the respective performance periods had ended as of December 31st of each year.

PEO CAP Calculation

 

2024

 

2023

 

2022

SCT Total for PEO

 

$

1,995,550

 

$

1,852,632

 

$

2,069,041

Less: Stock Awards Value

 

(356,550)

 

(688,000)

 

(886,000)

Plus: Fair Value of Current Year Awards at 12/31

 

323,747

 

1,035,303

 

1,102,950

Plus: Change in Fair Value of Prior Year Awards Unvested at 12/31

 

573,041

 

(181,331)

 

261,332

Plus: Change in Fair Value of Prior Year Awards Vesting in Current Year

 

658,785

 

(311,153)

 

35,332

Total CAP

 

3,194,573

 

1,707,451

 

2,582,655
(3)
Our NEOs (other than Mr. Heo) for each fiscal year included in the table were Westley S. Stockton and James L. Morvant. The amounts reported in this column represent the average of the total compensation reported for each named executive officer (excluding Mr. Heo) in the Summary Compensation Table in each applicable year.
(4)
The amounts reported in this column represent the average amount of CAP to the NEOs as a group (excluding Mr. Heo), as computed in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect the actual average amount of compensation earned by or paid to the NEOs as a group during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments reflected in the table below were made to the average total compensation for the NEOs for each year reflected in the Summary Compensation Table to determine the CAP values. The valuation assumptions used to calculate the equity award fair values did not materially differ from those disclosed at the time of applicable grants, except that the performance RSUs are valued based on actual achievement instead of target given that the respective performance periods had ended as of December 31st of each year.

NEO CAP Calculation

 

2024

 

2023

 

2022

Average SCT Total for NEOs

 

$

784,913

 

$

774,174

 

$

844,814

Less: Average Stock Awards Value

 

(120,919)

 

(206,400)

 

(265,800)

Plus: Average Fair Value of Current Year Awards at 12/31

 

109,794

 

310,591

 

330,885

Plus: Average Change in Fair Value of Prior Year Awards Unvested at 12/31

 

171,911

 

(56,066)

 

88,667

Plus: Average Change in Fair Value of Prior Year Awards Vesting in Current Year

 

203,367

 

(100,995)

 

(6,389)

Total CAP

 

1,149,066

 

721,304

 

992,177

Relationship between Company Performance and Compensation Actually Paid

We realized an increase in our TSR and improvement to our operating results from 2023 to 2024, with net income of $14.7 million for 2024, compared to a net loss of $24.4 million for 2023. Accordingly, the CAP for Mr. Heo and average CAP for our other NEOs increased during the two-year period. A significant portion of the total compensation paid to our executives is equity-based, and accordingly, the values of outstanding equity awards for our NEOs correspond with the changes in our stock price.

We realized a decrease in our TSR and decline to our operating results from 2022 to 2023, with our net loss increasing from $3.4 million in 2022 to $24.4 million in 2023. Accordingly, the CAP for Mr. Heo and average CAP for our other NEOs decreased during the two-year period. A significant portion of the total compensation paid to our executives is equity-based, and accordingly, the values of outstanding equity awards for our NEOs corresponds with the changes in our stock price.

    
Named Executive Officers, Footnote
(1)
For each fiscal year included in the table, Richard W. Heo served as our PEO.
Our NEOs (other than Mr. Heo) for each fiscal year included in the table were Westley S. Stockton and James L. Morvant. 		   
PEO Total Compensation Amount $ 1,995,550 $ 1,852,632 $ 2,069,041
PEO Actually Paid Compensation Amount $ 3,194,573 1,707,451 2,582,655
Adjustment To PEO Compensation, Footnote
(2)
The amounts reported in this column represent the amount of “compensation actually paid,” or “CAP,” to Mr. Heo, as computed in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect the actual amount of compensation earned by or paid to Mr. Heo during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments reflected in the table below were made to Mr. Heo’s total compensation for each year reflected in the Summary Compensation Table to determine the CAP values. The valuation assumptions used to calculate the equity award fair values did not materially differ from those disclosed at the time of the applicable grants, except that the performance RSUs are valued based on actual achievement instead of target given that the respective performance periods had ended as of December 31st of each year.

PEO CAP Calculation

 

2024

 

2023

 

2022

SCT Total for PEO

 

$

1,995,550

 

$

1,852,632

 

$

2,069,041

Less: Stock Awards Value

 

(356,550)

 

(688,000)

 

(886,000)

Plus: Fair Value of Current Year Awards at 12/31

 

323,747

 

1,035,303

 

1,102,950

Plus: Change in Fair Value of Prior Year Awards Unvested at 12/31

 

573,041

 

(181,331)

 

261,332

Plus: Change in Fair Value of Prior Year Awards Vesting in Current Year

 

658,785

 

(311,153)

 

35,332

Total CAP

 

3,194,573

 

1,707,451

 

2,582,655
   
Non-PEO NEO Average Total Compensation Amount $ 784,913 774,174 844,814
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,149,066 721,304 992,177
Adjustment to Non-PEO NEO Compensation Footnote
(4)
The amounts reported in this column represent the average amount of CAP to the NEOs as a group (excluding Mr. Heo), as computed in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect the actual average amount of compensation earned by or paid to the NEOs as a group during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments reflected in the table below were made to the average total compensation for the NEOs for each year reflected in the Summary Compensation Table to determine the CAP values. The valuation assumptions used to calculate the equity award fair values did not materially differ from those disclosed at the time of applicable grants, except that the performance RSUs are valued based on actual achievement instead of target given that the respective performance periods had ended as of December 31st of each year.

NEO CAP Calculation

 

2024

 

2023

 

2022

Average SCT Total for NEOs

 

$

784,913

 

$

774,174

 

$

844,814

Less: Average Stock Awards Value

 

(120,919)

 

(206,400)

 

(265,800)

Plus: Average Fair Value of Current Year Awards at 12/31

 

109,794

 

310,591

 

330,885

Plus: Average Change in Fair Value of Prior Year Awards Unvested at 12/31

 

171,911

 

(56,066)

 

88,667

Plus: Average Change in Fair Value of Prior Year Awards Vesting in Current Year

 

203,367

 

(100,995)

 

(6,389)

Total CAP

 

1,149,066

 

721,304

 

992,177
   
Compensation Actually Paid vs. Total Shareholder Return

Relationship between Company Performance and Compensation Actually Paid

We realized an increase in our TSR and improvement to our operating results from 2023 to 2024, with net income of $14.7 million for 2024, compared to a net loss of $24.4 million for 2023. Accordingly, the CAP for Mr. Heo and average CAP for our other NEOs increased during the two-year period. A significant portion of the total compensation paid to our executives is equity-based, and accordingly, the values of outstanding equity awards for our NEOs correspond with the changes in our stock price.

We realized a decrease in our TSR and decline to our operating results from 2022 to 2023, with our net loss increasing from $3.4 million in 2022 to $24.4 million in 2023. Accordingly, the CAP for Mr. Heo and average CAP for our other NEOs decreased during the two-year period. A significant portion of the total compensation paid to our executives is equity-based, and accordingly, the values of outstanding equity awards for our NEOs corresponds with the changes in our stock price.

    
Total Shareholder Return Amount $ 170 108 128
Net Income (Loss) $ 14,741,000 $ (24,402,000) $ (3,352,000)
PEO Name Richard W. Heo Richard W. Heo Richard W. Heo
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ (356,550) $ (688,000) $ (886,000)
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 323,747 1,035,303 1,102,950
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 573,041 (181,331) 261,332
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 658,785 (311,153) 35,332
Non-PEO NEO | Aggregate Change in Present Value of Accumulated Benefit for All Pension Plans Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (120,919) (206,400) (265,800)
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 109,794 310,591 330,885
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 171,911 (56,066) 88,667
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ 203,367 $ (100,995) $ (6,389)