The following tables are provided to link the relationship between the pay of our Principal Executive Officer (“PEO”) and our non-PEO Named Executive Officer (“NEOs”) to certain of our financial performance measures in accordance with Item 402(v) of Regulation S-K and Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act. For the tables below, Compensation Actually Paid (“CAP”) is calculated in accordance with the disclosure requirements of the SEC rules and does not necessarily reflect actual amounts earned and/or paid to our PEO or Non-PEO NEOs or how performance is evaluated for each executive during the years covered. For additional information regarding our Compensation Committee strategy for executive compensation, please review our “Compensation Discussion and Analysis” section.
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| · · SCT Total · · · · · Average SCT · · Average CAP · · Total · · · |
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| Fiscal · · for · · CAP to · · · Total for · · to Non-PEO · · Shareholder · · Net income (loss) |
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| Year · · PEO (1) · · PEO (1)(2) · · · Non-PEO NEOs (3) · · NEOs (3)(4)) · · Return (5) · · (in thousands) (6) |
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| 2024 | | | $1,080,561 | | | $610,200 | | | | $707,170 | | | $443,562 | | | $130.66 | | | $4,080 |
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| 2023 | | | 1,987,354 | | | 2,104,263 | | | | 756,431 | | | 1,149,262 | | | 184.95 | | | 35,217 |
| | | | | | | | | | | | | | | | | | | | |
| 2022 | | | 3,750 | | | 3,750 | (7) | | | | | | | | | | | | |
| 2022 | | | 1,524,638 | | | 621,162 | | | | 752,364 | | | 926,820 | | | 117.04 | | | 32,628 |
| (1) | Mr. Loyd served as our PEO for fiscal years 2024 and 2023 and Mr. Brown served as our PEO for fiscal year 2022. In addition, Mr. Loyd was appointed interim PEO upon the departure of Mr. Brown on June 28, 2022 and earned a prorated amount of an annual base compensation of $325,000. |
| (2) | CAP to our PEO was calculated in accordance with FASB ASC Topic 718 using valuation assumptions not materially different from those at the time of grant. Adjustments to stock-based compensation from the fair value at the time of grant are as follows: |
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| · · · · · · · · · · · · · · · Year-over-year · · Year-over-year · · · Fair Value · · · |
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| · · · · · Deduction · · · Year-end · · Vesting Date · · Change in Fair · · Change in Fair · · · at Prior · · · |
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| · · · · for Amounts · · · Fair Value of · · Fair Value of · · Value of · · Value of Vested · · · Year-end of · · · |
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| · · SCT Total · · under Stock · · · Unvested · · Vested Awards · · Unvested · · Awards Granted · · · Awards · · |
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| Fiscal · · for · · Awards Column · · · Awards Granted · · Granted During · · Awards Granted · · in Prior · · · Forfeited · · |
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| Year · · PEO · · in SCT · · · During the Year · · the Year(a) · · in Prior Year(s) · · Year(s)(a) · · · During the Year · · CAP Total(b) |
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| 2024 | | | $1,080,561 | | | $(422,604) | | | | $281,649 | | | $37,869 | | | $(401,636) | | | $34,361 | | | | $— | | | $610,200 |
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| 2023 | | | 1,987,354 | | | (1,325,285) | | | | 1,364,352 | | | 61,281 | | | — | | | 16,561 | (c) | | | — | | | 2,104,263 |
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| 2022 | | | 3,750 | | | — | | | | — | | | — | | | — | | | — | | | | — | | | 3,750 |
| 2022 | | | 1,524,638 | | | (409,485) | | | | — | | | 119,719 | | | — | | | 221,614 | | | | (835,324) | | | 621,162 |
| a. | Includes cash dividends paid during the fiscal years presented on unvested restricted stock awards beneficially owned. |
| b. | The fair values associated with performance-based award units contingent on achieving outperform targets, which were considered not probable of achievement at issuance, were excluded from the computation of CAP for the table above. If these performance-based contingent share units were considered probable of vesting, then the CAP fair value of the awards would be as follows: |
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| · · · · · Year-over-year · · Fair Value · · |
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| · · Year-end · · Change in Fair · · at Prior · · |
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| · · Fair Value of · · Value of · · Year-end of · · |
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| · · Unvested · · Unvested · · Awards · · |
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| Fiscal · · Awards Granted · · Awards Granted · · Forfeited · · |
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| Year · · During the Year · · in Prior Year(s) · · During the Year · · CAP Adjustment |
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| 2024 | | | $33,135 | | | ($79,825) | | | $— | | | $(46,690) |
| 2023 | | | 128,750 | | | — | | | — | | | 128,750 |
| 2022 | | | — | | | — | | | (584,679) | | | (584,679) |
| c. | Awards of time-vested restricted stock were granted to Mr. Loyd in connection with his compensation as a board member during the fiscal year 2022. These awards vested in full on December 8, 2022, the date of the prior year’s annual meeting of stockholders of the Company. |
| (3) | For fiscal years 2024 and 2023, our non-PEO NEOs include Mr. Bunch and Mr. Stash. Mr. Bunch was appointed Chief Operating Officer on February 21, 2023. Averages for fiscal years 2024 and 2023 were calculated using a straight average of amounts earned, if any, for each category by Mr. Bunch and Mr. Stash during the years. For fiscal year 2022, our non-PEO NEO includes Mr. Stash. |
| (4) | Average CAP to our non-PEO NEOs was calculated in accordance with FASB ASC Topic 718 using valuation assumptions not materially different from those at the time of grant. Adjustments to stock-based compensation from the fair value at the time of grant are as follows: |
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| · · · · · · · · · · · · · · · Year-over-year · · Year-over-year · · · · |
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| · · Average · · Deduction · · · Year-end · · Vesting Date · · Change in Fair · · Change in Fair · · · · |
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| · · SCT Total · · for Amounts · · · Fair Value of · · Fair Value of · · Value of · · Value of Vested · · · · |
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| · · for · · under Stock · · · Unvested · · Vested Awards · · Unvested · · Awards Granted · · · · |
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| Fiscal · · Non-PEO · · Awards Column · · · Awards Granted · · Granted During · · Awards Granted · · in Prior · · · · |
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| Year · · NEOs · · in SCT · · · During the Year · · the Year(a) · · in Prior Year(s) · · Year(s)(a) · · · CAP Total(b) |
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| 2024 | | | $707,170 | | | $(224,335) | | | | $149,510 | | | $20,102 | | | $(187,022) | | | $(21,864) | | | | $443,562 |
| 2023 | | | 756,431 | | | (421,101) | | | | 514,471 | | | 19,565 | | | 140,751 | | | 139,145 | | | | 1,149,262 |
| 2022 | | | 752,364 | | | (222,595) | | | | 248,978 | | | 28,142 | | | 72,433 | | | 47,498 | | | | 926,820 |
| a. | Includes cash dividends paid during the fiscal years presented on unvested restricted stock awards beneficially owned. |
| b. | The fair values associated with performance-based award units contingent on achieving outperform targets, which were considered not probable of achievement at issuance, were excluded from the computation of CAP for the table above. If these performance-based contingent share units were considered probable of vesting, then the CAP fair value of the awards would be as follows: |
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| · · · · · Year-over-year · · Fair Value · · |
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| · · Year-end · · Change in Fair · · at Prior · · |
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| · · Fair Value of · · Value of · · Year-end of · · |
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| · · Unvested · · Unvested · · Awards · · |
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| Fiscal · · Awards Granted · · Awards Granted · · Forfeited · · |
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| Year · · During the Year · · in Prior Year(s) · · During the Year · · CAP Adjustment |
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| 2024 | | | $17,590 | | | $(27,452) | | | $(99,697) | | | $(109,559) |
| 2023 | | | 44,278 | | | 50,734 | | | — | | | 95,012 |
| 2022 | | | 32,637 | | | 18,654 | | | — | | | 51,291 |
| (5) | The Company’s Total Shareholder Return is calculated cumulatively as an initial fixed $100 investment with dividends reinvested for each measurement in accordance with Item 201(e) of Regulation S-K period beginning on June 30, 2021 and ending on June 30, 2024, 2023 and 2022. |
| (6) | Represents Net Income (Loss) as reported in the Company’s audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal years ended June 30, 2024 and 2023. |
| (7) | Mr. Loyd was appointed Interim President and Chief Executive officer on June 30, 2022 and earned a prorated amount of an annual base compensation of $325,000 for his service in this role. |
