ITEM 11. EXECUTIVE COMPENSATION
The following table summarizes all compensation recorded by us in each of the
last two completed fiscal years for our Chief Executive Officer and the two
next most highly compensated officers. The value attributable to any option
awards is computed in accordance with FASB ASC 718 Share-Based-Payment ("ASC
718").
Name and Salary Bonus Stock Option Non-Equity Nonqualified All Other Total
Principal Awards Awards Incentive Deferred Compensation Earnings
Plan Compensation
Compensation
Position Year ($) ($) ($)(1) ($)(2) ($) ($) ($) ($)
Michael 2014 $ 209,521 $ 10,000 - $ 8,323,224 - $ 8,542,745
Mona, Jr.
Chairman, 2013 45,923 10,000 - - 7,500 63,423
CEO
Michael 2014 $ 137,808 $ 10,000 $ 705,000 $ 1,149,819 - $ 2,002,627
Mona, III
VP, 2013 44,769 10,000 - - - 54,769
Operations
Joseph 2014 $ 100,000 $ 10,000 - $ 1,506,949 - $ 1,616,949
Dowling
Chief 2013 - - - - - -
Financial
Officer
and
Secretary
____________________
(1) These amounts reflect the grant date fair value of stock awards as determined by
the market price of the Common Stock on the date of grant.
(2) These amounts reflect the grant date fair value of stock options as
determined under FASB ASC Topic 718 and using the Black-Scholes model. The
underlying valuation assumptions for stock option awards made are further
disclosed in Note 11 to our consolidated financial statements filed with
our Annual Reports on Form 10-K for the year ended December 31, 2014.
Compensation Arrangements
The Board of Directors approved a salary of $300,000 for our President and
Chief Executive Officer on August 25, 2014. During fiscal year 2014, Mr. Mona
was paid an aggregate sum of $5,939,950. In 2014, the Compensation Committee
approved the grant of 4,000,000 stock options to Mr. Mona. The stock option is
durational-based, with 67% vested as of the date of grant and the remainder
vesting in twelve (12) equal monthly installments measured from January 31,
2015, and was granted with an exercise price equal to the fair market value of
the Company's common stock at the time of the grant.
The Board of Directors approved a salary of $180,000 for our Vice President,
Operations on August 25, 2014. During fiscal year 2014, Mr. Mona III was paid
an aggregate sum of $1,428,782. On October 6, 2014, the Compensation Committee
approved the grant of 500,000 stock options to Mr. Mona and a stock award under
the Company's Form S-8 Registration Statement filed with the SEC on October 6,
2014 of an aggregate of 500,000 shares of common stock. The stock award
provided for the issuance of 250,000 shares of common stock on October 6, 2014
and 250,000 shares of common stock on January 1, 2015. The stock option has a
term of ten (10) years, is durational-based, with 25% (or 125,000 option
shares) vested immediately, and the remaining option shares vesting in
thirty-six (36) equal monthly increments. As of March 31, 2015, 145,833 option
shares have vested, and Mr. Mona III has not exercised any stock options.
Joseph Dowling was appointed as the Company's Chief Financial Officer on June
16, 2014 with an annual salary of $200,000 and during fiscal 2014 was paid an
aggregate sum of $244,340. On October 6, 2014, the Compensation Committee
approved the grant of 600,000 stock options to Mr. Dowling. The stock option is
durational-based, with 25% vested on the one year anniversary of Mr. Dowling's
service to the Company, and the remaining options vesting in 36 equal monthly
installments.
