Pay vs Performance Disclosure - USD ($)
|
12 Months Ended |
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
| Pay vs Performance Disclosure |
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|
| Pay vs Performance Disclosure, Table |
Pay Versus Performance
The following table presents the Company’s pay versus performance disclosure as required by the SEC.
|
Year(1)
|
|
Summary
Compensation
Table Total
for
PEO ($) (2)
|
|
|
Compensation
Actually Paid
to
PEO ($) (3)
|
|
|
Average
Summary
Compensation
Table Total
for
Non-PEO
Named
Executive
Officers ($)
(4)
|
|
|
Average
Compensation
Actually Paid
to
Non-PEO
Named
Executive
Officers ($)
(5)
|
|
|
Value of
Initial Fixed
$100
Investment
Based on
Total
Shareholder
Return ($) (6)
|
|
|
Company
Reported Net
(Loss) Income
($)
|
|
|
2024
|
|
|
125,000 |
|
|
|
125,000 |
|
|
|
230,500 |
|
|
|
230,500 |
|
|
$ |
40.43 |
|
|
|
(249,000 |
) |
|
2023
|
|
|
125,000 |
|
|
|
125,000 |
|
|
|
550,000 |
|
|
|
550,000 |
|
|
$ |
53.11 |
|
|
|
(953,000 |
) |
|
2022
|
|
|
125,000 |
|
|
|
30,003 |
|
|
|
98,317 |
|
|
|
86,443 |
|
|
$ |
59.57 |
|
|
|
3,659,000 |
|
| |
(1)
|
Our principal executive officer (“PEO”) for the years ended December 31, 2024, 2023 and 2022 was Steven A. Hale II, our Chairman and Chief Executive Officer. Our non-PEO named executive officers for the year ended December 31, 2024 were Anna A. Lieb, our Principal Financial and Accounting Officer; Secretary, effective as of May 31, 2024, and Justin H. Edenfield, our former Principal Financial and Accounting Officer; Secretary. Our non-PEO named executive officer for the year ended December 31, 2023 was Mr. Edenfield. Our non-PEO named executive officers for the year ended December 31, 2022 were Mr. Edenfield and Brad G. Garner, our former Principal Financial and Accounting Officer; Secretary.
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| |
(2)
|
Amounts reported in this column represent the total compensation reported in the Summary Compensation Table for the applicable year in which Mr. Hale served as our PEO.
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| |
(3)
|
To calculate compensation actually paid, adjustments were made to the amounts reported in the Summary Compensation Table for the applicable year. A reconciliation of the adjustments for Mr. Hale is set forth following the footnotes to this table.
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(4)
|
For 2024, represents the average of the total compensation reported in the Summary Compensation Table for Ms. Lieb and Mr. Edenfield. For 2023, represents the total compensation reported in the Summary Compensation Table for Mr. Edenfield. For 2022, represents the average of the total compensation reported in the Summary Compensation Table for Mr. Edenfield and Mr. Garner.
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(5)
|
For 2024, represents the average of the compensation actually paid to Ms. Lieb and Mr. Edenfield. For 2023, represents the compensation actually paid to Mr. Edenfield. For 2022, represents the average of the compensation actually paid to Mr. Edenfield and Mr. Garner. To calculate compensation actually paid, adjustments were made to the amounts reported in the Summary Compensation Table for the applicable year. A reconciliation of the adjustments for Mr. Edenfield and Mr. Garner is set forth following the footnotes to this table.
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| |
(6)
|
Total Shareholder Return is calculated assuming a $100 investment in the Company on December 31, 2021, calculated through the end of 2022, 2023 or 2024, as the case may be, based on the Company’s closing stock price on the OTCQB.
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|
|
|
| PEO Total Compensation Amount |
$ 125,000
|
$ 125,000
|
$ 125,000
|
| PEO Actually Paid Compensation Amount |
$ 125,000
|
125,000
|
30,003
|
| Adjustment To PEO Compensation, Footnote |
Reconciliation of Compensation Actually Paid Adjustments
|
Year
|
|
Summary
Compensation
Table Total ($)
|
|
|
Minus
Grant
Date
Fair
Value
of
Stock
Awards
Granted
in
Fiscal
Year
($)
|
|
|
Plus Fair
Value at
Fiscal
Year-
End of
Outstanding
and
Unvested
Stock
Awards
Granted in
Fiscal Year
($)
|
|
|
Plus/(Minus)
Change in
Fair Value
of
Outstanding
and
Unvested
Stock
Awards
Granted in
Prior Fiscal
Years ($)
|
|
|
Plus
Fair
Value
at
Vesting
of
Stock
Awards
Granted
in
Fiscal
Year
that
Vested
During
Fiscal
Year
($)
|
|
|
Plus/(Minus)
Change in
Fair Value
as of
Vesting
Date of
Stock
Awards
Granted in
Prior Years
for which
Applicable
Vesting
Conditions
Were
Satisfied
During the
Fiscal Year
($) (1)
|
|
|
Minus
Fair
Value as
of
Prior
Fiscal
Year-End
of
Stock
Awards
Granted in
Prior
Fiscal
Year that
Failed to
Meet
Applicable
Conditions
During
Fiscal
Year
($)
|
|
|
Equals
Compensation
Actually Paid
($)
|
|
|
Mr. Hale
|
|
|
2024
|
|
|
125,000 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
125,000 |
|
|
2023
|
|
|
125,000 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
125,000 |
|
|
2022
|
|
|
125,000 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(94,997 |
) |
|
|
— |
|
|
|
30,003 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ms. Lieb
|
|
|
2024
|
|
|
336,000 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
336,000 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Mr. Edenfield
|
|
|
2024
|
|
|
125,000 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
125,000 |
|
|
2023
|
|
|
550,000 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
550,000 |
|
|
2022
|
|
|
122,115 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
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|
— |
|
|
|
122,115 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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|
Mr. Garner
|
|
|
2022
|
|
|
74,519 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(23,748 |
) |
|
|
— |
|
|
|
50,771 |
|
| |
(1)
|
Represents the change in fair value from December 31, 2021 to June 28, 2022 of (i) 27,777 restricted shares of common stock granted to Mr. Hale on June 28, 2019, which vested on June 28, 2022, and (ii) 6,944 restricted shares of common stock granted to Mr. Garner on June 28, 2019, which vested on June 28, 2022. The fair value as of June 28, 2022 reflects the Company’s common stock closing price on the OTCQB of $8.33 per share on June 28, 2022. The fair value as of December 31, 2021 reflects the Company’s common stock closing price on the OTCQB of $11.75 per share on December 31, 2021.
|
|
|
|
| Non-PEO NEO Average Total Compensation Amount |
$ 230,500
|
550,000
|
98,317
|
| Non-PEO NEO Average Compensation Actually Paid Amount |
230,500
|
550,000
|
86,443
|
| Total Shareholder Return Amount |
40.43
|
53.11
|
59.57
|
| Net Income (Loss) |
(249,000)
|
(953,000)
|
3,659,000
|
| Mr. Hale [Member] |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| PEO Total Compensation Amount |
125,000
|
125,000
|
125,000
|
| PEO Actually Paid Compensation Amount |
125,000
|
125,000
|
30,003
|
| Ms. Lieb [Member] |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| PEO Total Compensation Amount |
336,000
|
|
|
| PEO Actually Paid Compensation Amount |
336,000
|
|
|
| Mr. Edenfield [Member] |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Non-PEO NEO Average Total Compensation Amount |
125,000
|
550,000
|
122,115
|
| Non-PEO NEO Average Compensation Actually Paid Amount |
125,000
|
550,000
|
122,115
|
| Mr. Garner [Member] |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Non-PEO NEO Average Total Compensation Amount |
|
|
74,519
|
| Non-PEO NEO Average Compensation Actually Paid Amount |
|
|
50,771
|
| PEO | Mr. Hale [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
0
|
0
|
| PEO | Mr. Hale [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
0
|
0
|
| PEO | Mr. Hale [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
0
|
0
|
| PEO | Mr. Hale [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
0
|
0
|
| PEO | Mr. Hale [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
0
|
(94,997)
|
| PEO | Mr. Hale [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
0
|
0
|
| Non-PEO NEO | Ms. Lieb [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
|
|
| Non-PEO NEO | Ms. Lieb [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
|
|
| Non-PEO NEO | Ms. Lieb [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
|
|
| Non-PEO NEO | Ms. Lieb [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
|
|
| Non-PEO NEO | Ms. Lieb [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
|
|
| Non-PEO NEO | Ms. Lieb [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
|
|
| Non-PEO NEO | Mr. Edenfield [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
0
|
0
|
| Non-PEO NEO | Mr. Edenfield [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
0
|
0
|
| Non-PEO NEO | Mr. Edenfield [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
0
|
0
|
| Non-PEO NEO | Mr. Edenfield [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
0
|
0
|
| Non-PEO NEO | Mr. Edenfield [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
0
|
0
|
0
|
| Non-PEO NEO | Mr. Edenfield [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
$ 0
|
$ 0
|
0
|
| Non-PEO NEO | Mr. Garner [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
|
|
0
|
| Non-PEO NEO | Mr. Garner [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
|
|
0
|
| Non-PEO NEO | Mr. Garner [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
|
|
0
|
| Non-PEO NEO | Mr. Garner [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
|
|
0
|
| Non-PEO NEO | Mr. Garner [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
|
|
(23,748)
|
| Non-PEO NEO | Mr. Garner [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year |
|
|
|
| Pay vs Performance Disclosure |
|
|
|
| Adjustment to Compensation, Amount |
|
|
$ 0
|