Stock-Based Compensation
Performance and Incentive Pay Plan
The HYMC Performance and Incentive Pay Plan (the “PIPP”) was approved on February 20, 2019 and amended on May 29, 2020, June 2, 2022, and May 23, 2024. The PIPP is a stock-based and cash-based compensation plan to attract, retain and motivate employees and directors while directly linking incentives to increases in stockholder value. Terms and conditions (including performance-based vesting criteria) of awards granted under the PIPP are approved by the Board of Directors or the Compensation Committee of the Board of Directors, who administer the PIPP. Awards may be granted in a variety of forms, including restricted stock, restricted stock units, stock options, stock appreciation rights, performance awards, and other stock-based awards.
On May 23, 2024, the Company’s stockholders approved an amendment and restatement to the PIPP that increased the number of authorized shares of common stock available for issuance by 900,000. As a result, 2,350,800 shares of common stock are authorized for issuance under the PIPP. As of December 31, 2024, there were 966,926 shares of common stock available for issuance under the PIPP.
As of December 31, 2023, all awards granted under the PIPP were in the form of restricted stock units to employees, directors or consultants of the Company. Restricted stock units granted under the PIPP without performance-based vesting criteria typically vest in either equal annual installments over two to four years, or in entirety on the fourth anniversary after the grant date. Awards granted with performance-based vesting criteria typically vest in annual installments over three years subject to the achievement of certain financial and operating results of the Company. Certain restricted stock units granted to non-employee directors vest immediately, while others vest in installments over a one to three year period.
For restricted stock units granted prior to August 2020, a price per share was not determined upon the grant date. The number of shares of common stock of the Company to be issued upon vesting was calculated on the vesting date, which was either the second or third anniversary of the date of the grant, or the annual date the compensation committee determined the achievement of the corporate performance targets. Such unvested restricted stock unit awards were included in other liabilities until each vesting date when the amount was transferred to Additional paid-in capital. As of December 31, 2022, there were no remaining restricted stock unit grants outstanding required to be accounted for as other liabilities. Prior to each vesting date, the Company estimated the number of shares of common stock to be issued upon vesting using the closing share price of its common stock on the last day of each reporting period as quoted on the Nasdaq.
The following tables summarize the Company’s unvested share awards outstanding as of December 31, 2024 and 2023, under the PIPP:
| | | | | | | | | | | | | | | | | |
| | Number of Restricted Stock Units | | | | | Weighted Average Grant Date
Fair Value Per Unit |
| Unvested at December 31, 2023 | | 607,099 | | | | | | $ | 10.04 | |
| Granted | | 435,204 | | | | | | 3.34 | |
| | | | | | | |
| Canceled/forfeited | | (20,014) | | | | | | 5.82 | |
| Vested | | (344,218) | | | | | | 11.50 | |
| Unvested at December 31, 2024 | | 678,071 | | | | | $ | 5.13 | |
| | | | | | | | | | | | | | | | | |
| | Number of Restricted Stock Units | | | | | Weighted Average Grant Date
Fair Value Per Unit |
| Unvested at December 31, 2022 | | 354,715 | | | | | | $ | 19.94 | |
| Granted | | 501,691 | | | | | | 4.61 | |
| Canceled/forfeited | | (62,934) | | | | | | 12.17 | |
Vested(1) | | (186,374) | | | | | | 14.12 | |
| Unvested at December 31, 2023 | | 607,099 | | | | | $ | 10.04 | |
(1)For the year ended December 31, 2023, 2,595 of restricted stock units vested and the corresponding issuance of shares of common stock was deferred as the Company was under a trading black-out as of the date of vesting.
During the years ended December 31, 2024 and 2023, the Company recorded compensation expense of $2.6 million and $2.9 million, respectively, related to restricted stock awards.
As of December 31, 2024, there was $2.1 million of unrecognized compensation cost related to unvested restricted stock units