3 unchanged sentences
(in thousands, except par value)
−Removed: March 31, December 31,
+Added: June 30, December 31,
Current Assets:
41 unchanged sentences
(in thousands, except earnings per share)
−Removed: Three months ended
+Added: Three months ended Six months ended
+Added: June 30, June 30,
+Added: 2024 2023 2024 2023
Rental income $ 34,926 $ 24,105 $ 68,660 $ 46,828
7 unchanged sentences
Cost of sales, exclusive of depreciation stated separately below
+Added: 2,249 1,876 4,429 5,113
Cost of aftermarket services, exclusive of depreciation stated separately below
+Added: 1,012 969 1,512 1,578
Selling, general and administrative expenses 4,791 4,860 9,493 9,422
Depreciation and amortization 7,705 6,418 14,792 12,583
+Added: Impairment expense — 779 — 779
Retirement of rental equipment — — 5 —
3 unchanged sentences
Interest expense ( 2,932 ) ( 185 ) ( 5,867 ) ( 185 )
−Removed: Other income, net 193 118
+Added: Other income (expense), net
+Added: ( 30 ) 226 163 341
Total other income (expense), net ( 2,962 ) 41 ( 5,704 ) 156
Income before provision for income taxes 5,544 753 12,121 1,270
−Removed: Income tax (expense) benefit ( 1,479 ) ( 150 )
+Added: Income tax expense
+Added: ( 1,294 ) ( 249 ) ( 2,773 ) ( 396 )
Net income $ 4,250 $ 504 $ 9,348 $ 874
18 unchanged sentences
BALANCES, March 31, 2023 — $ — 13,548 $ 135 115,714 $ 129,904 1,310 $ ( 15,004 ) $ 230,749
+Added: Issuance of restricted stock — — 140 1 ( 1 ) — — — —
+Added: Compensation expense on common stock options — — — — 30 — — — 30
+Added: Compensation expense on restricted common stock — — — — 1,100 — — — 1,100
+Added: Taxes paid related to net shares settlement of equity awards — — — — ( 798 ) — — — ( 798 )
+Added: Net loss — — — — — 504 — — 504
+Added: BALANCES, June 30, 2023 — $ — 13,688 $ 136 $ 116,045 $ 130,408 1,310 $ ( 15,004 ) $ 231,585
+Added: See accompanying notes to these unaudited condensed consolidated financial statements.
+Added: NATURAL GAS SERVICES GROUP, INC.
+Added: CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
+Added: (in thousands)
Preferred Stock Common Stock Additional Paid-In Capital Retained Earnings Treasury Stock Total Stockholders' Equity
6 unchanged sentences
BALANCES, March 31, 2024 — — 13,694 137 116,754 139,379 1,310 $ ( 15,004 ) 241,266
+Added: Compensation expense on common stock options — — — — 46 — — — 46
+Added: Compensation expense on restricted common stock — — — — 196 — — — 196
+Added: Taxes paid related to net shares settlement of equity awards — — 33 — ( 98 ) — — — ( 98 )
+Added: Net income — — — — — 4,250 — — 4,250
+Added: BALANCES, June 30, 2024 — $ — 13,727 $ 137 $ 116,898 $ 143,629 1,310 $ ( 15,004 ) $ 245,660
See accompanying notes to these unaudited condensed consolidated financial statements.
2 unchanged sentences
(in thousands)
−Removed: Three months ended
+Added: Six months ended
CASH FLOWS FROM OPERATING ACTIVITIES:
5 unchanged sentences
Stock-based compensation 516 1,617
−Removed: Bad debt allowance 110 48
+Added: Provision from credit losses 287 128
+Added: Impairment expense — 779
Gain on sale of assets ( 229 ) ( 206 )
Retirement of rental equipment 5 —
−Removed: Loss (gain) on company owned life insurance ( 184 ) ( 18 )
+Added: Gain on company owned life insurance ( 173 ) ( 80 )
Changes in operating assets and liabilities:
9 unchanged sentences
Purchase of company owned life insurance ( 17 ) ( 329 )
+Added: Proceeds from sale of property and equipment 355 231
+Added: Proceeds from surrender of company owned life insurance 43 —
NET CASH USED IN INVESTING ACTIVITIES ( 27,881 ) ( 93,577 )
1 unchanged sentence
Proceeds from loan 8,000 75,011
+Added: Repayment of loan ( 9,000 ) —
Payments of other long-term liabilities, net ( 385 ) ( 50 )
1 unchanged sentence
Taxes paid related to net share settlement of equity awards ( 98 ) ( 982 )
−Removed: NET CASH PROVIDED BY FINANCING ACTIVITIES
+Added: NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES
+Added: ( 2,368 ) 71,848
NET CHANGE IN CASH AND CASH EQUIVALENTS 870 914
12 unchanged sentences
(the "Company", “NGS”, "Natural Gas Services Group", "we" or "our") (a Colorado corporation), is a leading provider of natural gas compression equipment and services to the energy industry.
−Removed: We rent, service and maintain natural gas compressors and related equipment.
−Removed: We also design, fabricate and manufacture compressor units both for sale and rental to our customers.
+Added: We design, rent, sell, service and maintain natural gas compressors for oil and natural gas production and plant facilities, generally using equipment from third-party fabricators and OEM suppliers along with limited in-house assembly.
NGS is headquartered in Midland, Texas, with a fabrication facility located in Tulsa, Oklahoma, a rebuild shop in Midland, Texas, and service facilities located in major oil and natural gas producing basins in the U.S.
2 unchanged sentences
Principles of Consolidation and Basis of Presentation
−Removed: The accompanying unaudited condensed consolidated financial statements include the accounts of the Company, its subsidiary, NGSG Properties, LLC, which owns the Company's headquarter office building and the rabbi trust associated with the Company's deferred compensation plan.
+Added: The accompanying unaudited condensed consolidated financial statements include the accounts of the Company, its subsidiary, NGSG Properties, LLC, which owns the Company's headquarters office building and the rabbi trust associated with the Company's deferred compensation plan.
All significant intercompany accounts and transactions for the periods presented have been eliminated in consolidation.
−Removed: These financial statements include all adjustments, consisting of only normal recurring adjustments, which are necessary to make our financial position at March 31, 2024 and the results of our operations for the three months ended March 31, 2024 and 2023 not misleading.
+Added: These financial statements include all adjustments, consisting of only normal recurring adjustments, which are necessary to make our financial position at June 30, 2024 and the results of our operations for the three months and six ended June 30, 2024 and 2023 not misleading.
Some adjustments may cause the prior year number in these financial statements to differ from the prior year interim financial statements.
2 unchanged sentences
In our opinion, the condensed consolidated financial statements are a fair presentation of the financial position, results of operations, changes in stockholders' equity and cash flows for the periods presented.
−Removed: The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending December 31, 2024.
+Added: The results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending December 31, 2024.
Revenue Recognition Policy
20 unchanged sentences
Our sales revenue is recognized in accordance with ASC 606.
−Removed: Custom/fabricated compressors - The Company designs and fabricates compressors based on the customer’s specifications outlined in their contract.
+Added: Custom compressors - The Company designs and assembles compressors based on the customer’s specifications outlined in their contract.
Though the equipment being built is customized by the customer, control under these contracts does not pass to the customer until the compressor is completed and shipped, or in accordance with a bill and hold arrangement, in which the customer accepts title and assumes the risk and rewards of ownership at a specified time.
12 unchanged sentences
Aftermarket Service Revenue .
−Removed: The Company provides routine or call-out services on customer owned equipment.
+Added: The Company provides routine or call-out services on customer owned equipment as well as commissioning of new units for customers.
Revenue is recognized after services in the contract are rendered.
2 unchanged sentences
Disaggregation of Revenue
−Removed: The following table shows the Company's revenue disaggregated by product or service type for the three months ended March 31, 2024 and 2023:
−Removed: Three months ended March 31,
−Removed: (in thousands)
+Added: The following table shows the Company's revenue disaggregated by product or service type for the three months and six months ended June 30, 2024 and 2023:
+Added: Three months ended June 30,
+Added: Six months ended June 30,
+Added: 2024 2023 2024 2023
+Added: (in thousands) (in thousands)
Compressors - sales $ 58 $ 38 $ 1,341 $ 1,007
5 unchanged sentences
Contract Balances
−Removed: As of March 31, 2024 and December 31, 2023, we had the following receivables and deferred income from contracts with customers:
−Removed: March 31, 2024 December 31, 2023
+Added: As of June 30, 2024 and December 31, 2023, we had the following receivables and deferred income from contracts with customers:
+Added: June 30, 2024 December 31, 2023
(in thousands)
6 unchanged sentences
Deferred income $ — $ 418
−Removed: The Company recognized sales revenues of $ 418 thousand for the three months ended March 31, 2024 that was included in accrued liabilities at the beginning of 2024.
−Removed: The increase in accounts receivable and decrease in deferred income were primarily due to normal timing differences between our performance and the customers’ payments.
+Added: The Company recognized sales revenues of $ 0.4 million for the six months ended June 30, 2024 that was included in accrued liabilities at the beginning of 2024.
+Added: The decrease in accounts receivable and deferred income were primarily due to normal timing differences between our performance and the customers’ payments.
Remaining Performance Obligations
−Removed: As of March 31, 2024, the Company had no deferred revenue related to unsatisfied performance obligations.
+Added: As of June 30, 2024, the Company had no deferred revenue related to unsatisfied performance obligations.
Contract Costs
9 unchanged sentences
A liability for unrecognized tax benefits is recorded for any tax benefits claimed in our tax returns that do not meet these recognition and measurement standards.
−Removed: We have no liabilities for uncertain ta x positions as of March 31, 2024.
+Added: We have no liabilities for uncertain ta x positions as of June 30, 2024.
Our policy regarding income tax interest and penalties is to expense those items as interest expense and other expense, respectively.
2 unchanged sentences
Capitalized interest is added to the cost of the underlying asset and is amortized over the useful lives of the assets in the same manner as the underlying assets.
−Removed: For the three months ended March 31, 2024 and 2023, th e Company capitalized interest aggregating approximately $ 1.2 million a nd $ 0.9 million , respe ctively.
+Added: For the three months ended June 30, 2024 and 2023, the Company capitalized interested aggregating approximately $ 1.2 million and $ 1.8 million.
+Added: For the six months ended June 30, 2024 and 2023, th e Company capitalized interest aggregating approximately $ 2.4 million a nd $ 2.7 million , respe ctively.
Recently Issued Accounting Pronouncements
7 unchanged sentences
The adoption is not expected to have a material impact on the Company’s Consolidated Financial Statements or disclosures.
−Removed: Our inventory, net of allowance for obsolescence of $ 4.0 million at March 31, 2024 and $ 4.0 million at December 31, 2023, consisted of the following amounts:
−Removed: March 31, 2024 December 31, 2023
+Added: Our inventory, net of allowance for obsolescence of $ 4.0 million at June 30, 2024 and December 31, 2023, consisted of the following amounts:
+Added: June 30, 2024 December 31, 2023
(in thousands)
9 unchanged sentences
A summary of our inventory allowance is as follows:
−Removed: March 31, 2024 December 31, 2023
+Added: June 30, 2024 December 31, 2023
(in thousands)
8 unchanged sentences
Accordingly, during 2020, the Company recorded a federal income tax receivable of $ 15.0 million and an increase to its deferred income tax liability of $ 10.1 million on its condensed consolidated balance sheet.
−Removed: During the third quarter of 2020, the
−Removed: Company received refunds totaling $ 3.9 million related to its 2018 NOLs, which reduced its federal income tax receivable to $ 11.5 million on its condensed consolidated balance sheet as of March 31, 2024 and December 31, 2023.
+Added: During the third quarter of 2020, the Company received refunds totaling $ 3.9 million related to its 2018 NOLs, which reduced its federal income tax receivable to $ 11.4 million and $ 11.5 million on its condensed consolidated balance sheet as of June 30, 2024 and December 31, 2023, respectively.
Rental Equipment
−Removed: Our rental equipment and associated accumulated depreciation as of March 31, 2024 and December 31, 2023, respectively, consisted of the following:
−Removed: March 31, 2024 December 31, 2023
+Added: Our rental equipment and associated accumulated depreciation as of June 30, 2024 and December 31, 2023, respectively, consisted of the following:
+Added: June 30, 2024 December 31, 2023
(in thousands)
4 unchanged sentences
Rental equipment, net of accumulated depreciation $ 388,331 $ 373,649
−Removed: We evaluated our rental equipment for potential material impairment as of March 31, 2024, and determined that an impairment of less than $ 0.1 million existed as of that date.
+Added: We evaluated our rental equipment for potential material impairment as of June 30, 2024, and determined that an immaterial impairm ent of less than $ 0.1 million existed as of that date.
Long-term Debt
Our long-term debt consists of the following:
−Removed: March 31, 2024 December 31, 2023
+Added: June 30, 2024 December 31, 2023
(in thousands)
7 unchanged sentences
The obligations under the Credit Agreement were secured by a first priority lien on a variety of our assets, including inventory and accounts receivable as well as a variable number of our leased compressor equipment.
−Removed: On February 28, 2023, we replaced our prior credit agreement by entering into a five-year senior secured revolving credit agreement (“Amended and Restated Credit Agreement”) with Texas Capital Bank, as administrative agent (the “Lender”), TCBI Securities, Inc., as joint lead arranger and sole book runner and Bank of America, N.A., as joint lead arranger, with an initial commitment of $ 175 million as of the closing date.
+Added: On February 28, 2023, we replaced our prior credit agreement by entering into a five-year senior secured revolving credit agreement (“Amended and Restated Credit Agreement”) with the Lender, as administrative agent, TCBI Securities, Inc., as joint lead arranger and sole book runner and Bank of America, N.A., as joint lead arranger, with an initial commitment of $ 175 million as of the closing date.
Subject to collateral availability, we also have a right to request from the Lender, on an uncommitted basis, an increase of up to $ 125 million on the aggregate commitment;
1 unchanged sentence
The maturity date of the Amended and Restated Credit Agreement is February 28, 2028.
−Removed: The obligations under the Amended and Restated Credit Agreement are secured by a first priority lien on most of our assets, including inventory and accounts receivable as well as a variable number of our leased compressor equipment.
+Added: The obligations under the Amended and Restated Credit Agreement are secured by a first priority lien on most of our assets, including inventory and accounts receivable as well as a variable number of our leased
+Added: compressor equipment.
In connection with the amendment we agreed to pay fees of $ 2.0 million (representing fees equal to 1.39 % of the $ 145 million increase in the commitment) and reimburse the lenders for their expenses.
−Removed: On November 14, 2023, the Company entered into a First Amendment to the Amended and Restated Credit Agreement (the "Amendment") with the Lender and certain other lenders to (i) increase the lender commitment from $ 175 million to $ 225 million, and (ii) to add First-Citizens Bank & Trust Company as a new lender to the facility.
+Added: On November 14, 2023, the Company entered into a First Amendment to the Amended and Restated Credit Agreement (the "Amendment") with the Lender, as administrative agent and certain other lenders to (i) increase the lender commitment from $ 175 million to $ 225 million, and (ii) to add First-Citizens Bank & Trust Company as a new lender to the facility.
In connection with the Amendment, we agreed to pay fees of $ 0.6 million (representing fees equal to 1.125 % of the $ 50 million increase in the commitment) and reimburse the lenders for their expenses.
−Removed: As of March 31, 2024, we were in compliance with all financial covenants in our Amended and Restated Credit Agreement.
−Removed: As of March 31, 2024, we had approximately $ 172 million outstanding under our Amended and Restated Credit Agreement with a weighted average interest rate of 8.93 %.
−Removed: At March 31, 2024, we had approximately $ 46.1 million available for borrowing under the Amended and Restated Credit Agreement, subject to borrowing base determination.
+Added: On June 6, 2024, the Company entered into a Second Amendment to the Amended and Restated Credit Agreement (the "Second Amendment") with the Lender and certain other lenders primarily to (i) increase the aggregate lender commitment from $ 225 million to $ 300 million, (ii) revise the leverage ratio covenant (as more fully describe below) and (iii) to add Zions Bancorporation, N.A.
+Added: (dba Amegy Bank) as a new lender to under the facility.
+Added: The Company also agreed to fees of $ 0.9 million (representing 1.125 % of the $ 75 million increase in the commitment) and reimburse the lenders for their expenses.
+Added: On June 25, 2024, the Company entered into a Third Amendment to the Amended and Restated Credit Agreement (the "Third Amendment") with the Lender, as administrative agent and the lenders thereto to increase the potential aggregate commitment of the existing credit facility from $ 300 million to $ 350 million.
+Added: Under the Third Amendment, the Company has a right to request from the Lender, on an uncommitted basis, an increase of up to $ 50 million on the aggregate commitment;
+Added: provided, however, the aggregate commitment amount is not permitted to exceed $ 350 million.
+Added: We also agreed to reimburse the lenders for their expenses.
+Added: As of June 30, 2024, we were in compliance with all financial covenants in our Amended and Restated Credit Agreement.
+Added: As of June 30, 2024, we had approximately $ 163 million outstanding under our Amended and Restated Credit Agreement with a weighted average interest rate of 8.93 %.
+Added: At June 30, 2024, we had approximately $ 119.7 million available for borrowing under the Amended and Restated Credit Agreement, subject to borrowing base determination.
Borrowing Base .
20 unchanged sentences
or change the nature of our business.
−Removed: In addition, we are subject to certain financial covenants in the Amended and Restated Credit Agreement that require us to maintain (i) a leverage ratio, as defined, lesser than or equal to 3.50 to 1.00 as of the last day of each fiscal quarter ending on or prior to December 31, 2024 and 3.25 to 1.00 for the fiscal quarter ending March 31, 2025 and for each fiscal quarter thereafter and (ii) a fixed charge coverage ratio greater than or equal to 1.25 to 1.00 as of the last day of each fiscal quarter.
−Removed: As of March 31, 2024, the Company is in compliance with these covenants.
+Added: In addition, we are subject to certain financial covenants in the Amended and Restated Credit Agreement that require us to maintain (i) a leverage ratio, as defined, lesser than or equal to (a) 3.50 to 1.00 as of the last day of each fiscal quarter ending on or prior to December 31, 2024, (b) 3.75 to 1.00 for the fiscal quarters ending on March 31, 2025 and June 30,
+Added: 2025, (c) 3.50 to 1.00 for the fiscal quarters ending September 30, 2025, December 31, 2025 and March 31, 2026 and (d) 3.25 to 1.00 for the fiscal quarter ending June 30, 2026 and for each fiscal quarter thereafter and (ii) a fixed charge coverage ratio greater than or equal to 1.25 to 1.00 as of the last day of each fiscal quarter.
+Added: As of June 30, 2024, the Company is in compliance with these covenants.
Events of Default and Acceleration .
11 unchanged sentences
Stock Options
−Removed: A summary of all option activity as of December 31, 2023, and changes during the three months ended March 31, 2024 is presented below:
+Added: A summary of all option activity as of December 31, 2023, and changes during the six months ended June 30, 2024 is presented below:
+Added: Number of Shares Underlying
Stock Options
6 unchanged sentences
( 29,667 ) $ 30.41 — $ —
−Removed: Outstanding, March 31, 2024 99,417 $ 17.72 4.98 $ 442
−Removed: Exercisable, March 31, 2024 75,082 $ 19.97 3.92 $ 231
−Removed: The following table summarizes information about our stock options outstanding at March 31, 2024:
+Added: Outstanding, June 30, 2024 143,417 19.37 6.30 $ 476
+Added: Exercisable, June 30, 2024 77,584 $ 19.73 3.81 $ 268
+Added: The following table summarizes information about our stock options outstanding at June 30, 2024:
Range of Exercise Prices
8 unchanged sentences
143,417 6.30 $ 19.37 77,584 $ 19.73
−Removed: The following table summarizes changes in our unvested stock options for the three months ended March 31, 2024:
+Added: The following table summarizes changes in our unvested stock options for the six months ended June 30, 2024:
Unvested Stock Options:
5 unchanged sentences
Cancelled/Forfeited — $ —
−Removed: Unvested at March 31, 2024
+Added: Unvested at June 30, 2024
65,833 $ 10.09
−Removed: As of March 31, 2024, there was $ 82,000 of unrecognized compensation cost related to unvested options.
−Removed: For the three months ended March 31, 2024, there was $ 29,000 of compensation expense for stock options.
−Removed: For the three months ended March 31, 2023, there was $ 22,000 of compensation expense for stock options.
+Added: As of June 30, 2024, there was $ 0.4 million of unrecognized compensation cost related to unvested options.
+Added: For the six months and three months ended June 30, 2024, there was less than $ 0.1 million of compensation expense for stock options, respectively.
+Added: For the six months and three months ended June 30, 2023, there was less than $ 0.1 million of compensation expense for stock options.
Restricted Shares/Units and Performance Share Units
The following summarizes grants made of equity awards under our 2019 Equity Incentive Plan, as amended, on the dates indicated:
−Removed: • On April 25, 2023, the Compensation Committee awarded 27,840 shares of restricted stock to our Chief Technical Officer that vest ratably over three years , beginning on April 25, 2024.
−Removed: • Pursuant to the Retirement Agreement dated May 17, 2022, between the Company and Mr.
+Added: • On April 25, 2023, the Compensation Committee awarded 27,840 shares of restricted stock units to James R.
+Added: Hazlett, our Chief Technical Officer, that vest ratably over three years , beginning on April 25, 2024.
+Added: • Pursuant to the Retirement Agreement dated May 17, 2022, between the Company and Stephen.
Taylor, on April 25, 2023, the Compensation Committee awarded 58,790 fully vested shares of common stock to Mr.
−Removed: • On May 9, 2023, the Compensation Committee awarded each of our four independent Board members 9,470 restricted stock units.
−Removed: These restricted stock units vest one year from the date of grant.
−Removed: With respect to the 9,470 share RSU award received by Mr.
−Removed: Jacobs, at the time of grant, he was an employee of Mill Road Capital Management, LLC (“Mill Road”), and was serving on our Board pursuant to a right of appointment held by Mill Road in connection with a Cooperation Agreement between Mill Road and us.
+Added: • On May 9, 2023, the Compensation Committee awarded each of our four independent Board members 9,470 restricted stock units ("RSU").
+Added: These RSUs vest one year from the date of grant.
+Added: With respect to the 9,470 share RSU award received by Justin Jacobs, at the time of grant, he was an employee of Mill Road Capital Management, LLC (“Mill Road”), and was serving on our Board pursuant to a right of appointment held by Mill Road in connection with a Cooperation Agreement between Mill Road and us.
Pursuant to a pre-existing contractual obligation, Mill Road has the right to receive the economic benefit of the shares upon vesting of this RSU.
7 unchanged sentences
Jacobs continues to own 362 of the vested shares relating the period between his termination of employment with Mill Road and employment as our CEO.
−Removed: • On June 30, 2023, Stephen C.
−Removed: Taylor, in connection with his agreement to continue as our Interim Chief Executive Officer while we finalized our permanent CEO search, was granted restricted stock units for 10,101 shares of common stock that vest one year from the date of grant.
+Added: • On June 30, 2023, Mr.
+Added: Taylor, in connection with his agreement to continue as our Interim Chief Executive Officer while we finalized our permanent CEO search, was granted RSUs for 10,101 shares of common stock that vested on June 30, 2024.
In addition, Mr.
2 unchanged sentences
These units will vest ratably over three years beginning on October 9, 2024.
−Removed: • On October 26, 2023, the compensation committee awarded 4,623 restricted stock units to an independent director.
+Added: • On October 26, 2023, the compensation committee awarded 4,623 restricted stock units to Georganne Hodges upon her appointment as an independent director.
These units vest one year from the date of the grant.
−Removed: • On January 29, 2024, the compensation committee awarded Justin Jacobs, our Chief Executive Officer, 31,382 restricted stock units and two performance share unit awards, one for 6,494 shares representing a signing bonus and another for 31,382 shares representing an award for 2024 (pro-rated).
+Added: • On January 29, 2024, the compensation committee awarded Mr.
+Added: Jacobs, our Chief Executive Officer, 31,382 restricted stock units and two performance share unit ("PSU") awards, one for 6,494 shares representing a signing bonus and another for 31,382 shares representing an award for 2024 (pro-rated).
The restricted stock units vest over three years in equal tranches beginning on the one-year anniversary of the grant date.
−Removed: • On March 4, 2024, the compensation committee awarded Brian Tucker our Chief Operating Officer 11,293 restricted stock units and 11,293 performance share units.
+Added: • On March 4, 2024, the compensation committee awarded Mr.
+Added: Tucker our Chief Operating Officer 11,293 restricted stock units and 11,293 performance share units.
These restricted stock units vest over three years in equal tranches beginning on the one-year anniversary of the grant date.
−Removed: • In addition on March 14, 2024, the compensation committee awarded Jim Hazlett, our Chief Technical Officer, 21,984 restricted stock units.
+Added: • In addition on March 14, 2024, the compensation committee awarded Mr.
+Added: Hazlett, our Chief Technical Officer, 21,984 restricted stock units.
These restricted stock units vest over three years in equal tranches beginning on the one-year anniversary of the grant date.
+Added: In connection with Mr.
+Added: Hazlett's recent retirement on August 1, 2024, we adjusted the vesting terms of the RSUs to correspond with the term of his post-retirement consulting agreement.
+Added: • On June 13, 2024, the Compensation Committee awarded each of our four independent Board members 5,620 RSUs.
+Added: These RSUs vest 1 year from the date of grant.
In connection with the performance share unit awards granted to Messrs.
1 unchanged sentence
The PSU award payout ranges from zero (if the Company ranks below the 30th percentile) and up to 200 % for Mr.
−Removed: Jacobs, the CEO (if the Company ranks first) based upon the Company’s relative TSR performance ranking (subject to certain caps based on absolute TSR).
−Removed: Total compensation expense related to these and previously granted restricted stock awards was $ 0.2 million and $ 0.5 million for the nine months ended March 31, 2024, and 2023, respectively.
−Removed: A summary of all restricted stock/units outstanding as of December 31, 2023 and activity during the three months ended March 31, 2024 is presented below:
+Added: Jacobs and Mr.
+Added: Tucker, the CEO and the Chief Operating Officer, respectively, (if the Company ranks first) based upon the Company’s relative TSR performance ranking (subject to certain caps based on absolute TSR).
+Added: Total compensation expense related to these and previously granted restricted stock awards was $ 0.4 million and $ 1.6 million for the six months ended June 30, 2024, and 2023, respectively.
+Added: Total compensation expense related to these and previously granted restricted stock awards was $ 0.2 million and $ 1.1 million for the three months ended June 30, 2024 and 2023, respectively.
+Added: A summary of all restricted stock/units outstanding as of December 31, 2023 and activity during the six months ended June 30, 2024 is presented below:
Shares Weighted Average
7 unchanged sentences
( 21,147 ) $ 11.12 $ 235
−Removed: Outstanding, March 31, 2024 167,762 $ 13.02 3.97 $ 3,260
−Removed: Earnings (loss) per Share
+Added: Outstanding, June 30, 2024 143,540 $ 14.82 5.13 $ 2,888
+Added: Earnings per Share
The following table reconciles the numerators and denominators of the basic and diluted earnings per share computation :
−Removed: Three months ended
+Added: Three months ended Six months ended
+Added: June 30, June 30,
+Added: 2024 2023 2024 2023
(in thousands, except per share data)
−Removed: Net income (loss) $ 5,098 $ 370
+Added: $ 4,250 $ 504 $ 9,348 $ 874
Denominator for earnings per basic common share:
4 unchanged sentences
Diluted weighted average shares 12,483 12,394 12,484 12,374
−Removed: Earnings (loss) per common share:
+Added: Earnings per common share:
Basic $ 0.34 $ 0.04 $ 0.75 $ 0.07
5 unchanged sentences
Subsequent Events
−Removed: In accordance with ASC 855 - Subsequent Events - the Company has evaluated all events subsequent to the balance sheet date as of March 31, 2024 through the date this report was issued and believes nothing is required thereunder.
+Added: In accordance with ASC 855 - Subsequent Events - the Company has evaluated all events subsequent to the balance sheet date as of June 30, 2024 through the date this report was issued and believes nothing is required to be reported thereunder.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.