Note 8 - Stock Based Compensation

Employee Stock Incentive Plan

In December 2019, our Board approved the 2019 HireQuest, Inc. Equity Incentive Plan (the “2019 Plan”). Subject to adjustment in accordance with the terms of the 2019 Plan, no more than 1.5 million shares of common stock are available in the aggregate for the grant of awards under the 2019 Plan. No more than 1 million shares may be issued in the aggregate pursuant to the exercise of incentive stock options. In addition, no more than 250 thousand shares may be issued in the aggregate to any employee or consultant, and no more than 50 thousand shares may be issued in the aggregate to any non-employee director, in any twelve-month period. Shares of common stock available for distribution under the Plan may consist, in whole or in part, of authorized and unissued shares, treasury shares or shares reacquired by the Company in any manner. The 2019 Plan was approved by our shareholders in June 2020 and became effective as of that date.

In September 2019, our Board approved a share purchase match program to encourage ownership and further align the interests of key employees and directors with those of our shareholders. Under this program, we will match 20% of any shares of our common stock purchased on the open market by or granted in lieu of cash compensation to key employees and directors up to $25 thousand in aggregate value per individual within any calendar year. These shares vest on the second anniversary of the date on which the matched shares were purchased if the individual is still employed by the Company or still serves as a director and certain other vesting criteria are met. During the first three months of 2025, we issued 681 shares valued at approximately $9 thousand under this program. During the first three months of 2024, we issued 863 thousand shares valued at approximately $12 thousand under this program.

In the first three months of 2025, we issued 4,096 shares of restricted common stock pursuant to the 2019 Plan valued at approximately $55 thousand to members of our Board of Directors for their services in lieu of cash compensation. Of these, 3,415 shares vested equally over the three months post grant. The remaining 681 shares were issued pursuant to our share purchase match program. 

In the first three months of 2024, we issued 5,174 shares of restricted common stock pursuant to the 2019 Plan valued at approximately $69 thousand to members of our Board of Directors for their services in lieu of cash compensation. Of these, 4,311 shares vested equally over the three months post grant. The remaining 863 shares were issued pursuant to our share purchase match program.

The following table summarizes our restricted stock outstanding at December 31, 2024, and changes during the three months ended March 31, 2025.

Stock options that were outstanding at Command Center were deemed to be issued on the date of the merger with Legacy HQ. Outstanding awards continue to remain in effect according to the terms of the Command Center 2008 Plan, the Command Center 2016 Plan, and the corresponding award documents. There were approximately 13 thousand stock options vested at  March 31, 2025 and December 31, 2024.

The following table summarizes our stock options outstanding at December 31, 2024, and changes during the three months ended March 31, 2025.

There were no non-vested stock options outstanding at March 31, 2025 or at  December 31, 2024.

The following table summarizes information about our outstanding stock options, and reflects the intrinsic value recalculated based on the closing price of our common stock of $14.16 at March 31, 2025. 

At March 31, 2025, there was unrecognized stock-based compensation expense totaling approximately $562 thousand relating to non-vested restricted stock grants that will be recognized over the next 3.4 years.