Quarterly report pursuant to Section 13 or 15(d)

SHARE-BASED COMPENSATION

v3.22.2
SHARE-BASED COMPENSATION
6 Months Ended
Jun. 30, 2022
Equity [Abstract]  
SHARE-BASED COMPENSATION

 

14. SHARE-BASED COMPENSATION

 

2021 Stock Incentive Plan

 

Prior to the Business Combination, the Company maintained its 2009 Omnibus Equity Compensation Plan (the “2009 Plan” and together with the 2021 Plan, the “Plans”). Upon Closing of the Business Combination, awards under the 2009 Plan were converted at the exchange ratio calculated in accordance with the Business Combination Agreement and the 2021 Plan became effective. On June 21, 2022, the 2021 Plan was amended and restated to, among other things, increase the number of shares of Common Stock authorized for issuance under the 2021 Plan by 5,643,450 shares. As of June 30, 2022, there were 11,651,168 shares of Common Stock authorized for issuance under the amended and restated 2021 Plan, plus any shares of Common Stock subject to awards under the 2009 Plan that are forfeited or reacquired by the Company due to termination or cancellation. As of June 30, 2022, there were 17,466,964 shares of Common Stock authorized for issuance under the Plans.

 

The following table summarizes share-based compensation expense for the three and six months ended June 30, 2022 and 2021 (in thousands):

 

                               
    Three Months Ended June 30,     Six Months Ended June 30,  
    2022     2021     2022     2021  
Research and development   $ 1,169     $ 254     $ 2,135     $ 468  
Sales and marketing     1,197       196       2,279       336  
General and administrative     4,541       363       9,015       657  
Cost of sales     65       14       107       28  
Total share-based compensation   $ 6,972     $ 827     $ 13,536     $ 1,489  

 

Common Stock Options

 

The following table sets forth the activity for all Common Stock options:

 

                               
    Number of Shares     Weighted Average Exercise Price     Weighted Average Remaining Contractual Life (Years)     Weighted-Average
Grant Date
Fair Value
 
Outstanding, December 31, 2021     5,489,492     $ 4.23       6.05     $ 2.27  
Granted     2,654,904       2.81       -       2.20  
Exercised     -       -       -       --  
Forfeited     (14,114 )     6.01       -       2.59  
Expired     (146,668 )     5.10       -       2.73  
Outstanding, June 30, 2022(a)     7,983,614     $ 3.74       7.06     $ 2.24  
Exercisable, June 30, 2022(b)     4,305,177     $ 3.98       5.21     $ 2.09  

 

  (a) The aggregate intrinsic value of all stock options outstanding as of June 30, 2022 was $1.9 million.

 

  (b) The aggregate intrinsic value of all vested/exercisable stock options as of June 30, 2022 was $0.9 million.

 

As of June 30, 2022, there was $7.7 million of unrecognized compensation expense related to stock options to be recognized over a weighted average period of 3.19 years.

 

Restricted Stock Awards (“RSAs”)

 

The following table sets forth the activity for all RSAs:

 

               
    Number of Shares     Weighted Average Grant Date Fair Value  
             
Outstanding (nonvested), December 31, 2021     351,831     $ 9.63  
Granted     -       -  
Forfeited     -       -  
Outstanding (nonvested), June 30, 2022     351,831     $ 9.63  

 

As of June 30, 2022, there was $0.4 million of unrecognized compensation expense related to RSAs to be recognized over a weighted average period of 0.12 years.

 

Restricted Stock Units

 

As part of the consideration in the Business Combination, RSUs with respect to 1,750,000 shares of Common Stock were granted to the participants in Legacy Airspan’s MIP. For the RSUs granted to MIP Participants, the weighted average grant date fair value was $9.75 per RSU. The RSUs granted in connection with the MIP vest one year after the date of the grant.

 

The following table sets forth the activity for all RSUs:

 

    Number of
RSUs
    Weighted Average
Grant Date
Fair Value
 
Outstanding (nonvested), December 31, 2021     2,962,884     $ 8.60  
Granted     3,552,935       2.93  
Forfeited     (108,500 )     6.94  
Outstanding (nonvested), June 30, 2022     6,407,319     $ 5.49  

 

Because the Company maintained a full valuation allowance on its U.S. deferred tax assets, it did not recognize any tax benefit related to share-based compensation expense for the three and six months ended June 30, 2022 and 2021. As of June 30, 2022, there was $17.6 million of unrecognized compensation expense related to RSUs to be recognized over a weighted average period of 1.97 years.