Quarterly report [Sections 13 or 15(d)]

STOCKHOLDERS??? EQUITY

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STOCKHOLDERS’ EQUITY
 6 Months Ended
Jun. 30, 2025
Equity [Abstract]  
STOCKHOLDERS’ EQUITY

4. STOCKHOLDERS’ EQUITY

 

AT-THE-MARKET OFFERING

 

On September 2, 2022, the Company entered into a Sales Agreement (the “Sales Agreement”) with Barclays Capital Inc., BofA Securities, Inc., HSBC Securities (USA) Inc., ThinkEquity LLC, H.C. Wainwright & Co., LLC and Roth Capital Partners, LLC, as our sales agents (collectively, the “Agents”) to conduct an at-the-market (“ATM”) equity offering program, pursuant to which we may publicly issue and sell from time to time shares of our common stock having an aggregate offering price of up to $250,000 through the Agents. On November 16, 2023, we entered into an Amendment to the Sales Agreement, effective as of November 2, 2023 (the “Amendment”), with the Agents. The Amendment revised the term “Registration Statement,” as used in the Sales Agreement, to our new shelf registration statement on Form S-3, as amended (File No. 333-275123), and revised the term “Prospectus Supplement,” as used in the Sales Agreement, to our prospectus supplement dated November 2, 2023, relating to the ATM equity offering program contemplated by the Sales Agreement. During the six months ended June 30, 2025, the Company sold an aggregate of 681,330 shares of common stock aggregate gross proceeds of $909, less issuance costs of $18, for net proceeds of $891. The ATM is not currently active since we do not have an effective shelf registration statement covering the shares of common stock issuable thereunder.  

 

STOCK-BASED COMPENSATION

 

The Company recognized stock-based compensation expense related to common stock, stock options and warrants for the three months and six months ended June 30, 2025 of $787 and $1,753, respectively, which is included within compensation expense on the condensed consolidated statements of operations. The Company recognized stock-based compensation expense related to common stock, stock options and warrants for the three months and six months ended June 30, 2024 of $1,033 and $1,950, respectively, which is included within compensation expense on the condensed consolidated statements of operations. As of June 30, 2025, there was $2,395 of unrecognized stock-based compensation expense that will be recognized over the weighted average remaining vesting period of 1.27 years.

 

Restricted Stock Units

 

During the six months ended June 30, 2025, the Company granted an aggregate of 1,237,935 shares of restricted stock with an aggregate grant date fair value of $1,244 which will be recognized ratably over the vesting term. The restricted stock has vesting dates ranging from February 24, 2026 to June 1, 2028. Expenses related to this award are included within compensation expense on the condensed consolidated statements of operations.

 

During the six months ended June 30, 2025, the Company granted the following awards to three executives under the Company’s Executives’ Long-Term Incentive (“LTI”) Plan equal to 50% of the executives’ annual base salary. Such awards will be issued in the form of restricted stock units. 50% of the restricted stock units are designated as performance-based stock awards and will vest in four equal installments upon the achievement of specified escalating stock price thresholds and 50% of the restricted stock units are designated as time-based awards and will vest in equal one-third increments on each anniversary of the grant date, in each instance subject to continued employment with the Company on the applicable vesting date and satisfying the key performance indicators and other performance criteria. 

 

The escalating stock price thresholds are as follows:

 

1) First 1/4 Vesting: The first 1/4 will vest when the stock price exceeds $3.00 for a period of 90 consecutive days.
2) Second 1/4 Vesting: The next 1/4 will vest when the stock price exceeds $5.00 for a period of 90 consecutive days.
3) Third 1/4 Vesting: The next 1/4 will vest when the stock price exceeds $7.50 for a period of 90 consecutive days.
4) Final 1/4 Vesting: The final 1/4 will vest when the stock price exceeds $9.50 for a period of 90 consecutive days.

 

Stock Options

 

During the three and six months ended June 30, 2025, the Company granted ten-year stock options to purchase 45,801 shares of common stock at an exercise price of $0.97 per share to employees. The shares vest ratably over three years from the date of grant. The stock options had a grant date fair value of $37. The assumptions utilized in the valuation of stock options are described as follows: risk-free interest rate is 4.18%, expected term is six years, expected volatility is 94.8% and an expected dividend yield of 0%.

 

 

BLINK CHARGING CO.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except for share and per share amounts)