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STOCK-BASED COMPENSATION

9 Months Ended

Sep. 30, 2025

Share-Based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

NOTE 3 — STOCK-BASED COMPENSATION

The Company maintains three equity incentive plans: the 2015 Stock Option Plan, as amended (the “2015 Plan”), the 2021 Omnibus Equity Incentive Plan (the “2021 Plan”), and the 2024 Omnibus Equity Incentive Plan (the “2024 Plan”). All equity awards issued to employees, consultants, and non-employee directors on or after May 9, 2024 are issued from the 2024 Plan. The Company has also issued restricted stock and stock options as employment inducement awards outside of these plans to certain executive officers.

The 2015 Plan provides for the grant of incentive stock options and nonqualified stock options. As of September 30, 2025, there were 1,981,500 shares reserved for outstanding awards under the 2015 Plan.

The 2021 Plan provides for the grant of incentive stock options, nonqualified stock options, stock awards, restricted stock awards, restricted stock units, performance share units, stock appreciation rights, and/or other equity-based awards to employees, consultants and directors. As of September 30, 2025, there were 100,000 shares reserved for outstanding awards under the 2021 Plan.

The 2024 Plan provides for the grant of incentive stock options, nonqualified stock options, stock awards, restricted stock awards, restricted stock units, performance share units, stock appreciation rights and/or other equity-based awards to employees, consultants and directors. Awards previously made under the 2015 Plan and the 2021 Plan that are forfeited or cancelled after May 9, 2024 will be available for issuance under the 2024 Plan. As of September 30, 2025, there were 1,310,903 shares reserved for outstanding awards and 1,678,621 shares available for issuance under the 2024 Plan.

Each non-employee director of the Company (other than the Chairman of the Board) is eligible to receive $110,000 annually, to be paid quarterly in arrears of $12,500 in cash and $15,000 in common stock. The Chairman of the Board is eligible to receive $140,000 annually, to be paid quarterly in arrears of $12,500 in cash and $22,500 in common stock. Prior to May 9, 2024 in the periods presented in this report, non-employee director equity compensation was issued from the Non-Employee Director Compensation Plan. From and after May 9, 2024 non-employee director equity compensation is issued from the 2024 Plan. All payments were and are pro-rated for partial service.

Time-Vesting Stock Options

The following table summarizes the activity of time-based stock options for the nine months ending September 30, 2025:

		Shares		Weighted Average Exercise Price

Outstanding at January 1		2,687,024		$	3.07
Granted		834,445		$	3.37
Exercised		(95,783	)	$	2.39
Forfeited		(211,506	)	$	2.26
Outstanding at September 30		3,214,180		$	3.23
Options exercisable at September 30		1,777,221		$	3.40

Total stock-based compensation expense for time-vested stock options, included in operating expense in the accompanying statements of operations, was $254,697 and $775,966 for the three and nine months ended September 30, 2025, respectively. $89,025 was received from option exercises for the three and nine months ended September 30, 2025. As of September 30, 2025, the intrinsic value of all time-based stock options was $1,995,479.

The following table presents information pertaining to time-based stock options outstanding at September 30, 2025:

Range of Exercise Price		Number Outstanding		Weighted Average Remaining Contractual Life		Weighted Average Exercise Price			Number Exercisable		Weighted Average Exercise Price

$2.08-$3.98		3,214,180		7.33 years		$	3.23		1,777,221		$	3.40

As of September 30, 2025, there was $2,384,190 of total unrecognized compensation cost related to time-vested stock option awards granted under the Plans. That cost is expected to be recognized over a weighted-average period of 26 months.

Performance-Vesting Stock Options

The following table summarizes the activities for our unvested performance-vesting stock option awards for the nine months ended September 30, 2025.

		Shares		Weighted Average Grant-Date Fair Value

Outstanding at January 1		155,334		$	1.48
Granted		—		$	—
Exercised		(22,000	)	$	1.48
Vested		—		$	—
Forfeited/canceled		(133,334	)	$	1.48
Outstanding at September 30		—		$	—

Total stock-based compensation expense for performance-vesting stock options was $0 for the nine months ended September 30, 2025. No cash was received from option exercises for the nine months ended September 30, 2025.

As of September 30, 2025, there was $0 of unrecognized compensation cost related to unvested employee performance-vesting stock options.

Restricted Stock Awards, Restricted Stock Units (“RSUs”), and Performance Stock Units (“PSUs”)

The following table summarizes the activities for our unvested restricted stock awards, RSUs, and PSUs for the nine months ended September 30, 2025.

		Shares		Weighted Average Grant-Date Fair Value

Unvested at January 1		1,269,937		$	2.54
Granted		745,399		$	3.59
Vested		(199,750	)	$	3.06
Forfeited/canceled		(63,439	)	$	2.20
Unvested at September 30		1,752,147		$	2.99

Total stock-based compensation expense for restricted stock awards, RSUs, and PSUs, included in operating expense in the accompanying statements of operations, was $275,195 and $673,357 for the three and nine months ended September 30, 2025, respectively.

As of September 30, 2025, there was $3,210,584 of unrecognized compensation cost related to unvested employee restricted stock awards, RSUs, and PSUs. This amount is expected to be recognized over a weighted-average period of 26 months.