Under the Company’s Restated Omnibus Incentive Plan (formerly the Restated 1988 Executive Stock Option Plan) (the “Omnibus Plan”) as of September 30, 2025, there were 1,185,727 stock options outstanding and 1,775,459 shares available for issuance. Under the Omnibus Plan, shares of common stock were granted to key employees, non-employee directors, and consultants at exercise prices not less than the fair market value of the common stock on the date of grant. Options granted under the Plan generally vest as to 25% of the shares one year from the date of grant, and as to the remaining 75% of the shares ratably each month over the following 36 months. The options granted to employees and directors expire at the end of five years and ten years from the date of grant, respectively. All options granted in the three months ended September 30, 2025 and 2024 were granted with an exercise price equal to the fair value of the Company’s common stock on the grant date and are non-statutory stock options. After August 7, 2025, no further grants may be under the Omnibus Plan.

On August 7, 2025, the Company’s stockholders approved the 2025 Stock Incentive Plan (the “2025 SIP”) replacing the Omnibus Plan, which expires on June 30, 2026. Consistent with the Omnibus Plan, the primary purpose of the 2025 SIP is to continue to attract and retain qualified personnel. The 2025 SIP initially reserves 1,775,459 shares of common stock for issuance to employees, directors, consultants, independent contractors and advisors. The 2025 SIP permits the issuance of stock options, restricted stock, stock appreciation rights, restricted stock units and performance awards.

The Company will not grant any further equity awards under the Omnibus Plan. Outstanding awards under the Omnibus Plan will remain outstanding, unchanged and subject to the terms of the Omnibus Plan and their respective award agreements. Shares subject to awards that are forfeited, expire or are otherwise terminated without shares being issued, or shares withheld to pay the exercise price of

an award or to satisfy tax withholding obligations, including shares subject to awards granted under the Omnibus Plan that are outstanding after June 30, 2026, will be returned to the pool of shares available for grant and issuance under the 2025 SIP. As of September 30, 2025, 1,775,459 shares of common stock remained available for future issuance under the 2025 SIP, subject to adjustment for future stock splits, stock dividends, and similar changes in capitalization.

The Company records compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model based on the assumptions included in the table below. The risk-free rate is based on the interest rate paid on a U.S. Treasury issue with a term similar to the estimated life of the option. The Company uses historical data, among other factors, to estimate the expected volatility, dividend yield and option life. The Company accounts for forfeitures as they occur, rather than estimating expected forfeitures. The following assumptions were used to estimate the fair value of stock options granted during the three months ended September 30, 2025 and 2024, using the Black-Scholes option-pricing model:

For the three months ended September 30, 2025 and 2024, the Company recorded stock-based compensation expense of $1,398,000 and $1,482,000, respectively. For the six months ended September 30, 2025 and 2024, the Company recorded stock-based compensation expense of $2,815,000 and $2,552,000, respectively. The table below shows the amounts recognized in the unaudited consolidated financial statements for stock-based compensation expense for all stock options during the three and six months ended September 30, 2025 and 2024, respectively.


	Three Months Ended
	September 30, 2025			September 30, 2024
Cost of revenues	$	667,000		$	723,000
General and administrative		731,000			759,000
Total cost of stock-based compensation included in income before income tax provision		1,398,000			1,482,000
Amount of income tax benefit recognized		(311,000	)		(273,000	)
Amount charged against net income	$	1,087,000		$	1,209,000
Effect on basic earnings per share	$	(0.02	)	$	(0.02	)
Effect on diluted earnings per share	$	(0.02	)	$	(0.02	)


	Six Months Ended
	September 30, 2025			September 30, 2024
Cost of revenues	$	1,349,000		$	1,438,000
General and administrative		1,466,000			1,114,000
Total cost of stock-based compensation included in income before income tax provision		2,815,000			2,552,000
Amount of income tax benefit recognized		(635,000	)		(528,000	)
Amount charged against net income	$	2,180,000		$	2,024,000
Effect on basic earnings per share	$	(0.04	)	$	(0.04	)
Effect on diluted earnings per share	$	(0.04	)	$	(0.04	)

The following table provides a summary of information for all stock option activity for the three and six months ended September 30, 2025 and 2024:


	Three Months Ended
	September 30, 2025					September 30, 2024
	Shares			Weighted Average Exercise Price		Shares			Weighted Average Exercise Price
Options outstanding, beginning		1,174,393		$	54.23		1,407,501		$	45.34
Options granted		7,500			85.56		18,750			102.27
Options exercised		(103,482	)		29.49		(139,215	)		31.01
Options cancelled/forfeited		(6,925	)		70.09		(1,209	)		55.95
Options outstanding, ending		1,071,486		$	56.73		1,285,827		$	47.71


	Six Months Ended
	September 30, 2025					September 30, 2024
	Shares			Weighted Average Exercise Price		Shares			Weighted Average Exercise Price
Options outstanding, beginning		1,185,727		$	51.07		1,469,181		$	43.13
Options granted		53,000			106.57		63,000			93.71
Options exercised		(158,371	)		30.21		(238,050	)		31.34
Options cancelled/forfeited		(8,870	)		71.54		(8,304	)		55.25
Options outstanding, ending		1,071,486		$	56.73		1,285,827		$	47.71

The following table provides summary information for all stock options outstanding and exercisable at September 30, 2025:


Range of Exercise Price	Outstanding Options – Number of Outstanding Options		Outstanding Options – Weighted Average Remaining Contractual Life		Outstanding Options – Weighted Average Exercise Price		Exercisable Options – Number of Exercisable Options		Exercisable Options – Weighted Average Exercise Price
$14.44 to $39.83		269,513		2.17	$	25.39		269,513	$	25.39
$39.84 to $52.00		282,940		2.37		50.99		190,093		50.77
$52.01 to $66.85		312,864		2.76		62.37		191,808		61.39
$66.86 to $110.18		206,169		4.78		97.04		37,556		83.05
Total		1,071,486		2.90	$	56.73		688,970	$	45.56

The following table provides summary information regarding all stock options outstanding at September 30, 2025, and changes during the three months then ended:


	Number of Options			Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Life (Years)		Aggregate Intrinsic Value as of September 30, 2025
Options outstanding at July 1, 2025		1,174,393		$	54.23
Granted		7,500			85.56
Exercised		(103,482	)		29.49
Cancelled – forfeited		(6,775	)		69.65
Cancelled – expired		(150	)		90.08
Ending outstanding		1,071,486		$	56.73		2.90	$	26,352,436
Ending vested and expected to vest		978,489		$	56.19		2.93	$	24,598,698
Ending exercisable at September 30, 2025		688,970		$	45.56		2.51	$	22,230,281

The weighted-average grant-date fair value of stock options granted during the three months ended September 30, 2025 and 2024, was $43.31 and $51.91, respectively.

The stock option grants and stock-based compensation expense reflected above include time-based stock options, which vest based on the satisfaction of time-based service conditions, and performance-based stock options, which vest based on the Company’s achievement of certain pre-determined earnings per share targets that are assessed on a calendar year basis by the Company’s Board of Directors (the “Board”). Performance-based stock options are generally valued in the same manner as the time-based stock options except the Company only recognizes stock-based compensation expense to the extent that the targets are determined to be probable of being achieved. The Company recognized $427,000 and $454,000 of stock-based compensation expense for the three months ended September 30, 2025 and 2024, respectively, for performance-based stock options.