Annual report [Section 13 and 15(d), not S-K Item 405]

Stock-based Compensation

v3.25.3
Stock-based Compensation
 12 Months Ended
Sep. 30, 2025
Equity [Abstract]  
Stock-based Compensation
Note 10. Stock-based Compensation
Effective January 27, 2015, the Board adopted the 2015 Stock Incentive Plan (the “2015 Plan”), which provides for up to 1,250,000 common shares available for issuance to provide a long-term incentive plan for officers, employees, directors
and/or consultants to directly link incentives to stockholder value, with 1,073,879 remaining available for issuance under the 2015 Plan. The 2015 Plan was approved by the Company’s stockholders in February 2015. An amendment and restatement of the 2015 Plan was approved by the Board on December 17, 2024 and by shareholders on February 28, 2025 at the Company Annual Shareholders Meeting (the “Amended and Restated 2015 Plan”). The Amended and Restated 2015 Plan provides for grants to eligible participants in various forms including restricted shares of the Company’s common stock, restricted stock units and stock options. Awards are discretionary and are determined by the Compensation Committee of the Board of Directors. Awards vest based upon service conditions. Non-vested restricted shares generally vest over requisite service periods of one to six years from the date of grant.
The Company recognizes stock-based compensation expense for (i) Board fees (generally paid in treasury stock); and (ii) other awards under the 2015 Plan (paid in restricted stock and stock options). Stock-based compensation expense is recognized in general and administrative expenses in the Consolidated Statements of Operations.
Stock Compensation – Board of Directors
The Board can either elect to receive stock compensation or cash for their fees for services provided. Stock-based compensation expense relating to the Board fees was $478 and $493 for the years ended September 30, 2025, and 2024, respectively.
Restricted Stock Awards (“RSAs”)
The following table represents a summary of the status of the Company’s RSAs:
Restricted Stock Awards Shares Weighted-
Average
Grant Date
Fair Value
Outstanding at September 30, 2024 17,500 $ 37.82 
Vested during year 2025 (8,750) 37.82 
Outstanding and expected to vest at 2025 (a) 8,750 $ 37.82 
a.The weighted average remaining contractual term is 0.3 years and the aggregate intrinsic value of RSAs expected to vest is $303.
Stock compensation expense related to the RSAs totaled $127 and $226 for the years ended September 30, 2025 and 2024, respectively. There was $24 of total unrecognized stock compensation costs related to RSAs at September 30, 2025.
Stock Options
All outstanding stock options are fully vested at September 30, 2025.
The following table represents a summary of the Company’s stock option activity:
Number of
Options		 Weighted
Average
Exercise
Price		 Weighted
Average
Remaining
Contractual
Term
(years)		 Aggregate
Intrinsic
Value
Vested and outstanding – September 30, 2024 38,000 $ 33.74  2.3 —
Expired during year 2025 (1,500) —  1.3 —
Vested and outstanding – September 30, 2025 36,500 $ 33.74  1.3 33,580

No stock compensation expense was recognized for the options during the years ended September 30, 2025 and 2024, respectively.
Forfeitures of RSAs and stock options were recognized as incurred.
At September 30, 2025 and September 30, 2024, there was no unrecognized stock compensation costs related to unvested share-based compensation for the option grants.
Market-based Restricted Stock Units
On December 23, 2024, the Company granted market-based restricted stock units ("MRSUs") to one of its executives, which will be eligible to be earned if at any time prior to September 30, 2027, the average 30-day closing per share price of the Company’s Common Stock exceeds the applicable price per share thresholds set forth below:

Price Per Share Threshold
Number of MRSUs Earned
$35 per share
 5,000
$40 per share
 12,500
$45 per share
 20,500

The earned MRSUs will then be subject to time-based vesting on September 30, 2027, subject to continued service through such date. Stock compensation expense will be recognized ratably over the term of the award.
The assumptions used in the Monte Carlo simulation model to calculate the fair value of the Company’s MRSUs on the grant date are as follows:

Expected volatility of stock price 33.14  %
Risk-free interest rate 4.26  %
Expected term of awards (years) 2.77
Dividend yield 0.76  %
Grant date stock price $ 26.15 
Market-based Restricted Stock Units Shares Weighted-
Average
Grant Date
Fair Value
Outstanding at September 30, 2024 —  $ — 
Granted 38,000 $ 12.32 
Outstanding at September 30, 2025 (a) 38,000 $ 12.32 
a.The weighted average remaining contractual term is 2.3 years and the aggregate intrinsic value of MRSUs expected to vest is $1,317.
For the years ended September 30, 2025 and 2024, total unrecognized stock compensation costs for MRSUs was $338 and $0, respectively.
Forfeitures of RSAs, stock options and MRSUs are recognized as incurred.
Stock-based compensation expense related to MRSUs for the years ended September 30, 2025 and 2024, was $130 and $0, respectively.
Total stock-based compensation expense for the years ended September 30, 2025 and 2024, which was recognized in general and administrative expense, was $735 and $719, respectively.