v3.25.2
Pay vs Performance Disclosure - USD ($)
 12 Months Ended
Apr. 30, 2025
Apr. 30, 2024
Apr. 30, 2023
Pay vs Performance Disclosure      
Pay vs Performance Disclosure, Table

Pay Versus Performance

 

As required by Section 953(a) of the Dodd-Frank Act and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive compensation actually paid and certain financial performance measures of our company.

 

Pay Versus Performance

 

Year  Summary
Compensation
Table
Totals
for PEO
(1) (3)		   Summary
Compensation
Table
Totals
for Former
PEO
(2) (3)		   Compensation
Actual
Paid
to PEO
(1) (4)		   Compensation
Actual Paid
to Former
PEO
(2) (4)		   Average
Summary
Compensation
Table Total
for Non-PEO
NEOs
(5) (6)		   Average
Compensation
Actual Paid to
Non-PEO
NEOs
(4) (5)		   Value of
Initial Fixed
$100
Investment
Based on
Total
Shareholder
Return (7)		   Net
Income
(in
thousands)
(8)		 
2025  $826,168   $0   $655,878   $0   $736,244   $391,429   $178.56   $23,686 
2024  $688,930   $0   $477,788   $0   $506,638   $335,898   $89.39   $5,594 
2023   658,320   $653,384   $305,320   $653,384   $417,947   $263,509   $70.20   $(5,501)

 

Notes:

 

(1)On July 13, 2022, Dr. Thomas McClelland was named Interim President and Chief Executive Officer of the Company. On January 17, 2023, Dr. McClelland was named as the Company’s President and Chief Executive Officer.

   

(2)On July 8, 2022, Dr. Stanton Sloane resigned as President and Chief Executive Officer and as a member of the Board of Directors of the Company. Dr. Sloane served as President and Chief Executive Officer during a portion of fiscal year 2023.

 

(3)The values reflected in these columns reflect the “Total Compensation” paid to the Company’s Principal Executive Officer and former Principal Executive Officer, as set forth in the Summary Compensation Table included in this and prior proxy statements.

   

(4)The dollar amounts reported in these columns represent the amount of “compensation actually paid” to the Company’s Principal Executive Officer, former Principal Executive Officer and Non-PEO Named Executive Officers, as computed in accordance with Item 402(v) of Regulation S-K.  The dollar amounts do not reflect the actual amount of compensation earned by or paid during the applicable fiscal year.  In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to determine the “compensation actually paid” amounts reported above for the Company’s Principal Executive Officer, former Principal Executive Officer and Non-PEO Named Executive Officers:

 

   SCT Total
for
Covered
Year		   Stock
Awards
Deducted		   Total
Equity
Awards
[Adjustments]
(a)		   Total CAP 
   A   B   C   A- (B) + C 
PEO                
2025 (McClelland)  $826,168   $475,500   $1,844,550   $2,195,218 
2024 (McClelland)  $688,930   $345,500   $959,685   $1,303,115 
2023 (Sloane)  $653,384   $0   $0   $653,384 
                     
Average Non-PEO NEOs                    
2025  $736,244   $221,869   $711,778   $1,226,153 
2024  $506,638   $103,650   $352,213   $755,201 
2023  $417,947   $154,438   $140,148   $403,657 
(a)The amounts deducted or added in calculating the “Total Equity Awards Adjustment” are as follows:

 

   Covered Year
End Fair Value
of Outstanding
and Unvested
Equity Awards
Granted in
the Covered
Year
($)		   Year over Year
Change in Fair
Value as of
Covered Year End
(as Compared to
Prior Year End) of
Outstanding and
Unvested Equity
Awards Granted
in Prior Years and
Outstanding and
Unvested as of
Covered Year End
($)		   Year over Year
Change in Fair
Value of Equity
Awards Granted
in Prior Years that
Vested in the
Covered Year
($)		   Total Equity
Award
Adjustments
($)		 
PEO                
2025 (McClelland)  $930,000   $454,950   $459,600   $1,844,550 
2024 (McClelland)  $480,000   $237,390   $242,295   $959,685 
2023 (McClelland)  $326,750   $(2,363)  $(1,181)  $323,206 
2023 (Sloane)  $0   $0   $0   $0 
Average Non-PEO NEOs                    
2025  $406,875   $126,211   $178,692   $711,778 
2024  $144,000   $117,985   $90,228   $352,213 
2023  $142,953   $(1,920)  $(886)  $140,148 

 

(5) During fiscal year 2025, 2024 and 2023, the non-PEO Named Executive Officers were Oleandro Mancini and Steven Bernstein.  
   
(6) The dollar amounts reported in this column represent the average of the amounts reported for our Named Executive Officers, other than our PEO, in the “Total” column of the Summary Compensation Table in each applicable year. The dollar amounts do not necessarily reflect the actual average amount of compensation earned by or paid to our non PEO Named Executive Officers during the applicable year.
   
(7)  Cumulative Total Share Return (“TSR”) represents the measurement period value of an investment of $100 in our stock on April 29, 2022 (the last day of trading before our 2023 fiscal year), the value again on April 28, 2023 (the last day of trading before our 2024 fiscal year) and the value again on April 30, 2024 (the last day of trading before our 2025 fiscal year).  There was a $1 per share dividend paid in August of 2024.

 

(8)  The dollar amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable year.
    
Named Executive Officers, Footnote
(1)On July 13, 2022, Dr. Thomas McClelland was named Interim President and Chief Executive Officer of the Company. On January 17, 2023, Dr. McClelland was named as the Company’s President and Chief Executive Officer.
(2)On July 8, 2022, Dr. Stanton Sloane resigned as President and Chief Executive Officer and as a member of the Board of Directors of the Company. Dr. Sloane served as President and Chief Executive Officer during a portion of fiscal year 2023.
   
PEO Actually Paid Compensation Amount $ 2,195,218 $ 1,303,115 $ 653,384
Adjustment To PEO Compensation, Footnote The dollar amounts reported in these columns represent the amount of “compensation actually paid” to the Company’s Principal Executive Officer, former Principal Executive Officer and Non-PEO Named Executive Officers, as computed in accordance with Item 402(v) of Regulation S-K.  The dollar amounts do not reflect the actual amount of compensation earned by or paid during the applicable fiscal year.  In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to determine the “compensation actually paid” amounts reported above for the Company’s Principal Executive Officer, former Principal Executive Officer and Non-PEO Named Executive Officers:
   SCT Total
for
Covered
Year		   Stock
Awards
Deducted		   Total
Equity
Awards
[Adjustments]
(a)		   Total CAP 
   A   B   C   A- (B) + C 
PEO                
2025 (McClelland)  $826,168   $475,500   $1,844,550   $2,195,218 
2024 (McClelland)  $688,930   $345,500   $959,685   $1,303,115 
2023 (Sloane)  $653,384   $0   $0   $653,384 
                     
Average Non-PEO NEOs                    
2025  $736,244   $221,869   $711,778   $1,226,153 
2024  $506,638   $103,650   $352,213   $755,201 
2023  $417,947   $154,438   $140,148   $403,657 
(a)The amounts deducted or added in calculating the “Total Equity Awards Adjustment” are as follows:
   Covered Year
End Fair Value
of Outstanding
and Unvested
Equity Awards
Granted in
the Covered
Year
($)		   Year over Year
Change in Fair
Value as of
Covered Year End
(as Compared to
Prior Year End) of
Outstanding and
Unvested Equity
Awards Granted
in Prior Years and
Outstanding and
Unvested as of
Covered Year End
($)		   Year over Year
Change in Fair
Value of Equity
Awards Granted
in Prior Years that
Vested in the
Covered Year
($)		   Total Equity
Award
Adjustments
($)		 
PEO                
2025 (McClelland)  $930,000   $454,950   $459,600   $1,844,550 
2024 (McClelland)  $480,000   $237,390   $242,295   $959,685 
2023 (McClelland)  $326,750   $(2,363)  $(1,181)  $323,206 
2023 (Sloane)  $0   $0   $0   $0 
Average Non-PEO NEOs                    
2025  $406,875   $126,211   $178,692   $711,778 
2024  $144,000   $117,985   $90,228   $352,213 
2023  $142,953   $(1,920)  $(886)  $140,148 
    
Non-PEO NEO Average Total Compensation Amount $ 736,244 506,638 417,947
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,226,153 755,201 403,657
Adjustment to Non-PEO NEO Compensation Footnote The dollar amounts reported in these columns represent the amount of “compensation actually paid” to the Company’s Principal Executive Officer, former Principal Executive Officer and Non-PEO Named Executive Officers, as computed in accordance with Item 402(v) of Regulation S-K.  The dollar amounts do not reflect the actual amount of compensation earned by or paid during the applicable fiscal year.  In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to determine the “compensation actually paid” amounts reported above for the Company’s Principal Executive Officer, former Principal Executive Officer and Non-PEO Named Executive Officers:
   SCT Total
for
Covered
Year		   Stock
Awards
Deducted		   Total
Equity
Awards
[Adjustments]
(a)		   Total CAP 
   A   B   C   A- (B) + C 
PEO                
2025 (McClelland)  $826,168   $475,500   $1,844,550   $2,195,218 
2024 (McClelland)  $688,930   $345,500   $959,685   $1,303,115 
2023 (Sloane)  $653,384   $0   $0   $653,384 
                     
Average Non-PEO NEOs                    
2025  $736,244   $221,869   $711,778   $1,226,153 
2024  $506,638   $103,650   $352,213   $755,201 
2023  $417,947   $154,438   $140,148   $403,657 
(a)The amounts deducted or added in calculating the “Total Equity Awards Adjustment” are as follows:
   Covered Year
End Fair Value
of Outstanding
and Unvested
Equity Awards
Granted in
the Covered
Year
($)		   Year over Year
Change in Fair
Value as of
Covered Year End
(as Compared to
Prior Year End) of
Outstanding and
Unvested Equity
Awards Granted
in Prior Years and
Outstanding and
Unvested as of
Covered Year End
($)		   Year over Year
Change in Fair
Value of Equity
Awards Granted
in Prior Years that
Vested in the
Covered Year
($)		   Total Equity
Award
Adjustments
($)		 
PEO                
2025 (McClelland)  $930,000   $454,950   $459,600   $1,844,550 
2024 (McClelland)  $480,000   $237,390   $242,295   $959,685 
2023 (McClelland)  $326,750   $(2,363)  $(1,181)  $323,206 
2023 (Sloane)  $0   $0   $0   $0 
Average Non-PEO NEOs                    
2025  $406,875   $126,211   $178,692   $711,778 
2024  $144,000   $117,985   $90,228   $352,213 
2023  $142,953   $(1,920)  $(886)  $140,148 
    
Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid and TSR

 

The compensation actually paid to our Principal Executive Officer (and former Principal Executive Officer) and the average amount of compensation actually paid to our non-PEO Named Executive Officers during the periods presented are not directly correlated with TSR. We do utilize several performance criteria to align executive compensation with our performance, but those performance measures, do not include TSR. For example, as described in more detail above in the section “Narrative to Summary Compensation Table – Short-Term Incentive Bonus Program” and “- Long-Term Incentives,” part of the compensation our Named Executive Officers are eligible to receive consists of discretionary annual cash bonuses and long-term equity awards which have performance criteria based upon consolidated bookings, revenue, operating income and certain other metrics designed to provide appropriate incentives to achieve corporate goals and to reward our executives for individual achievement towards these goals. We believe these bonus opportunities and equity awards align our Named Executive Officers’ interests with those of our stockholders by providing a continuing financial incentive to maximize long-term value for our stockholders and by encouraging our Named Executive Officers to continue in our employment for the long-term

    
Compensation Actually Paid vs. Net Income

Compensation Actually Paid and Net Income (Loss)

 

From fiscal 2023 to fiscal 2024 and fiscal 2025, the Company’s net loss reversed from a loss of ($5,501 million) to income of $5,594 million and $12,134 million respectively, however the compensation actually paid for our Principal Executive Officer only increased slightly, as did the average amount of compensation actually paid to our non-PEO Named Executive Officers. Furthermore, these increases were related to the increase in value regarding the outstanding RSU and PSU awards given the Company’s stock price more than doubled from April 2024 to April 2025. Our Named Executive Officers received grants of PSUs in fiscal 2024 and fiscal 2025. These PSU awards are subject to consolidated Company performance criteria and are intended to incentivize our management (including our Named Executive Officers) to continue improving the Company’s financial performance

    
Total Shareholder Return Amount $ 178.56 89.39 70.2
Net Income (Loss) $ 23,686,000 $ 5,594,000 $ (5,501,000)
PEO Name Dr. Thomas McClelland Dr. Thomas McClelland Dr. Stanton Sloane
Additional 402(v) Disclosure Cumulative Total Share Return (“TSR”) represents the measurement period value of an investment of $100 in our stock on April 29, 2022 (the last day of trading before our 2023 fiscal year), the value again on April 28, 2023 (the last day of trading before our 2024 fiscal year) and the value again on April 30, 2024 (the last day of trading before our 2025 fiscal year).  There was a $1 per share dividend paid in August of 2024.
(8)  The dollar amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable year.
    
Thomas McClelland [Member]      
Pay vs Performance Disclosure      
PEO Total Compensation Amount $ 826,168 $ 688,930 $ 658,320
PEO Actually Paid Compensation Amount 655,878 477,788 305,320
Stanton Sloane [Member]      
Pay vs Performance Disclosure      
PEO Total Compensation Amount 0 0 653,384
PEO Actually Paid Compensation Amount 0 0 653,384
Oleandro Mancini and Steven Bernstein [Member]      
Pay vs Performance Disclosure      
Non-PEO NEO Average Total Compensation Amount 736,244 506,638 417,947
Non-PEO NEO Average Compensation Actually Paid Amount 391,429 335,898 263,509
PEO | Thomas McClelland [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 1,844,550 959,685 323,206
PEO | Thomas McClelland [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 475,500 345,500  
PEO | Thomas McClelland [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 930,000 480,000 326,750
PEO | Thomas McClelland [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 454,950 237,390 (2,363)
PEO | Thomas McClelland [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 459,600 242,295 (1,181)
PEO | Stanton Sloane [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount     0
PEO | Stanton Sloane [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount     0
PEO | Stanton Sloane [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
PEO | Stanton Sloane [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
PEO | Stanton Sloane [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      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 711,778 352,213 140,148
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 221,869 103,650 154,438
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 406,875 144,000 142,953
Non-PEO NEO | 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 126,211 117,985 (1,920)
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ 178,692 $ 90,228 $ (886)