Item 5. Market for Registrant’s Common Equity
Item
5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Class
B Common Stock
Our Class B common stock is quoted on the NYSE American stock exchange
under the trading symbol ZDGE. Trading commenced on the NYSE American on June 1, 2016. On November 10, 2022, the last sales price reported
on the NYSE American for our Class B common stock was $1.94 per share.
On
October 25, 2022, there were 270 holders of record of our Class B common stock and 1 holder of record of our Class A common stock. As
of October 25, 2022, all shares of Class A common stock are beneficially owned by Michael Jonas. The number of holders of record of our
Class B common stock does not include the number of persons whose shares are in nominee or in “street name” accounts through
brokers.
We
do not anticipate paying dividends on our common stock until we achieve sustainable profitability (after satisfying all of our operational
needs) and retain certain minimum cash reserves. Distributions will be subject to the need to retain earnings for investment in growth
opportunities or the acquisition of complementary assets. The payment of dividends in any specific period will be at the sole discretion
of our Board of Directors.
The
information required by Item 201(d) of Regulation S-K will be contained in our Proxy Statement for our Annual Stockholders Meeting, which
we will file with the Securities and Exchange Commission within 120 days after July 31, 2022, and which is incorporated by reference
herein.
Recent
Sales of Unregistered Securities
We
received proceeds of approximately $873,000 from the exercise of stock options in fiscal 2021 for which we issued 559,840 shares of our
Class B common stock.
43
Performance
Graph of Stock
We
are a smaller reporting company as defined by Rule 12b-2 of the Securities and Exchange Act of 1934 and are not required to provide the
information under this item.
Issuer
Repurchases of Equity Securities
In
fiscal 2022 and 2021, we purchased 16,115 shares and 17,630 shares, respectively, of Class B common stock from employees for $232,000
and $26,000 respectively, to satisfy tax withholding obligations in connection with the vesting of restricted stock and DSUs.
Our
Board of Directors authorized a buyback program, effective December 1, 2021, of up to 1.5 million shares of our Class B common
stock. The Company did not purchase any shares under this buyback program in fiscal 2022. Through November 10, 2022,
the Company had purchased 160,002 shares of Class B common stock at an average price of $2.26 per share under this program.
Item
6. [Reserved].
Not
applicable.
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