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StockBased Compensation

9 Months Ended

Sep. 30, 2025

StockBased Compensation

Stock-based Compensation

Note 7 – Stock-Based Compensation

a) Common Stock Warrants

The following table summarizes the changes in common stock warrants of the Company outstanding during the nine-month period ended September 30, 2025.

		Number of Warrants				Weighted Average Exercise Price ($)
Outstanding at December 31, 2024			34,542,219				0.581
Granted			16,978,166				0.681
Exercised			(3,557,273	)			0.001
Expired/Cancelled			-				-
Outstanding at September 30, 2025			47,963,112				0.659

Exercisable at September 30, 2025			47,963,112				0.659

On May 15, 2025, the Company entered into a securities purchase agreement (the “SPA”) with Lind Global Asset Management XII LLC (“Lind”), pursuant to which the Company issued Lind (i) a Senior Secured Convertible Promissory Note in the principal amount $7.5 million (the “Lind Note”), and (ii) a Common Stock Purchase Warrant for the purchase of up to 13,020,834 shares of common stock at an exercise price of $0.672 per share, subject to standard adjustments as defined in the warrant agreement, and exercisable for 5 years (the “Lind Warrants” and, such offering, the “Lind Offering”). The Company received net cash proceeds of approximately $5.8 million in the Lind Offering. The Lind Note may be converted by Lind from time to time at a price of $0.72 per share, subject to adjustment (the “Conversion Price”). The dollar amount of any conversions by Lind will be applied to toward upcoming Lind Note payments in reverse chronological order. The Lind Note may be prepaid in whole upon written notice on any business day following August 13, 2025; but in the event of a prepayment notice, Lind may convert up to one-third of principal amount due at the lesser of the Repayment Share Price or the Conversion Price. The “Repayment Share Price” is defined in the Lind Note as ninety percent (90%) of the average of the five lowest daily VWAPs (as defined in the Lind Note) during the 20 trading days prior to the payment date. The shares of common stock issuable upon conversion of the note and exercise of the warrant were registered pursuant to a resale Registration Statement on Form S-3 (File No. 333-288508), which was declared effective by the SEC on July 14, 2025. See Note 8, Commitments and Contingencies, for further details on the Lind Offering.

A portion of the proceeds from the Lind Offering was allocated to the Lind Warrants based on their relative fair value using a Monte Carlo simulation. The assumptions used in the model were as follows: (i) dividend yield of 0%; (ii) expected volatility of 81.27%; (iii) risk-free interest rate of 4.0%; (iv) simulated term of 5.0 years; (v) estimated fair value of the shares underlying such warrants of $0.45 per share; (vi) exercise price of $0.672; and (vii) various probability assumptions related to down round price adjustments. The fair value of the Lind Warrants was $3,941,059, resulting in the amount allocated to the warrants, based on their relative fair value of $1,998,869, which was recorded as additional paid-in capital.

Below is a table summarizing the common stock warrants issued and outstanding as of September 30, 2025, which have an aggregate weighted average remaining contractual life of 6.01 years. The proceeds if exercised assume the warrants are exercised for cash.

Number Outstanding				Number Exercisable				Exercise Price ($)				Weighted Average Remaining Contractual Life (Years)				Proceeds to Company if Exercised ($)
	25,454,546				25,454,546				0.5700				2.86				14,509,091
	2,857,389				2,857,389				0.5722				4.19				1,634,998
	1,739,087				1,739,087				0.6600				4.49				1,147,797
	13,020,834				13,020,834				0.6720				4.72				8,750,000
	483,870				483,870				0.6820				4.97				329,999
	381,818				381,818				0.6875				3.86				262,500
	1,428,693				1,428,693				0.7153				4.19				1,021,873
	1,734,375				1,734,375				0.7680				4.85				1,332,000
	448,500				448,500				2.0000				2.71				897,000
	54,000				54,000				3.0500				3.01				164,700
	50,000				50,000				3.4500				0.42				172,500
	125,000				125,000				3.9500				1.25				493,750
	185,000				185,000				4.9000				1.34				906,500
	47,963,112				47,963,112												31,622,708

Stock-based compensation expense related to warrants of $nil and $5,238 was recorded in the nine months ended September 30, 2025 and September 30, 2024, respectively. Total remaining unrecognized compensation cost related to non-vested warrants is $nil. As of September 30, 2025, the total intrinsic value of warrants outstanding was $3,195,290.

b) Options

The following table summarizes the changes in options outstanding of the Company during the nine-month period ended September 30, 2025, all of which were issued pursuant to the 2011 Plan and the 2015 Plan.

		Number of Options				Weighted Average Exercise Price ($)
Outstanding at December 31, 2024			4,637,748				3.88
Expired/Cancelled			(581,213	)			3.92
Outstanding at September 30, 2025			4,056,535				3.87

Exercisable at September 30, 2025			4,056,535				3.87

On January 29, 2025, the Company amended the terms of certain outstanding options granted pursuant to the 2015 Plan, such that the expiration date for outstanding options to purchase 545,000 shares of the Company's common stock, granted on February 11, 2019, was extended from six years from the date of grant to ten years from the date of grant, or an expiration date of February 11, 2029. As a result of these amendments $103,573 was recorded as an additional options expense.

Below is a table summarizing the options issued and outstanding as of September 30, 2025, all of which were issued pursuant to the 2011 Plan (for option issuances prior to 2016) or the 2015 Plan (for option and RSU issuances commencing in 2016)and which have an aggregate weighted average remaining contractual life of 3.13 years. As of September 30, 2025, an aggregate of 9,700,000 shares of common stock were authorized for issuance under the 2015 Plan, of which $nil shares of common stock remained available for future issuance thereunder. As of September 30, 2025, an aggregate of 7,500,000 shares of common stock were authorized for issuance under the 2024 Stock Incentive Plan (the “2024 Plan”), of which 3,251,722 shares of common stock remained available for future issuance thereunder.

Number Outstanding				Number Exercisable				Exercise Price ($)				Weighted Average Remaining Contractual Life (Years)				Proceeds to Company if Exercised ($)
	545,000				545,000				3.25				3.37				1,771,250
	820,535				820,535				3.40				5.84				2,789,819
	725,000				725,000				3.60				4.61				2,610,000
	1,230,837				1,230,837				4.00				1.44				4,923,348
	89,163				89,163				4.38				2.32				390,534
	50,000				50,000				4.80				1.25				240,000
	596,000				596,000				5.00				1.49				2,980,000
	4,056,535				4,056,535												15,704,951

Below is a table summarizing the options cancelled during the nine months ended September 30, 2025, which were originally issued pursuant to the 2011 Plan and 2015 Plan.

Equity Incentive Plan		Options (#)				Grant Date		Options Cancelled (#)				Grant Price ($)				Cancellation Date
2015			40,000			Feb 11, 2019			40,000				3.25			Feb 11, 2025
2015			26,200			Aug 3, 2021			26,200				3.40			Mar 20, 2025
2015			35,000			Apr 15, 2016			35,000				4.00			May 28, 2025
2015			50,000			Mar 30, 2017			50,000				4.00			May 28, 2025
2015			50,000			Jan 23, 2018			50,000				5.00			May 28, 2025
2015			36,291			Aug 3, 2021			36,291				3.40			May 28, 2025
2015			15,000			Apr 13, 2020			15,000				4.00			Jun 15, 2025
2015			36,722			Aug 3, 2021			36,722				3.40			Jun 15, 2025
2011			292,000			Jul 23, 2015			292,000				4.00			Jul 23, 2025
			581,213						581,213

Stock-based compensation expense related to stock options of $nil and $nil was recorded in the nine months ended September 30, 2025 and September 30, 2024 respectively. Total remaining unrecognized compensation cost related to non-vested stock options is $nil. As of September 30, 2025, the total intrinsic value of stock options outstanding was $nil.

c) (i) Restricted Stock Units – 2015 Plan

Below is a table summarizing the RSUs issued and outstanding as of September 30, 2025, all of which were issued pursuant to the 2015 Plan.

		RSUs (#)				Weighted Average Grant Date Fair Value Share Price ($)
Outstanding at December 31, 2024			3,392,316				0.8000
Granted			705,258				0.6652
Vested/Settled			(1,703,189	)			0.7176
Cancelled / Forfeited			(125,994	)			1.4944
Outstanding at September 30, 2025			2,268,391				0.7776

Below is a table summarizing the RSUs granted during the nine months ended September 30, 2025, all of which were issued pursuant to the 2015 Plan. The RSUs vest equally over periods stated on the dates noted, subject to the recipient’s continued service to the Company, and will result in the RSU compensation expense stated.

Equity Incentive Plan

RSUs Granted (#)

Grant Date

Vesting Period

First Vesting Date

Second Vesting Date

Third Vesting Date

RSU Expense ($)

2015

16,912

Jan 15, 2025

12 Months

Jan 16, 2026

N/A

N/A

10,656

2015

50,000

Jan 15, 2025

36 Months

Jan 15, 2026

Jan 15, 2027

Jan 15, 2028

31,505

2015

125,000

Feb 26, 2025

67 Days

May 13, 2025

N/A

N/A

73,000

2015

12,500

Mar 7, 2025

12 Months

Mar 7, 2026

N/A

N/A

7,563

2015

137,452

Jun 1, 2025

2 Months

Aug 1, 2025

N/A

N/A

69,138

2015

50,000

Jun 23, 2025

0 Days

Jun 23, 2025

N/A

N/A

43,005

2015

50,000

Jun 23, 2025

21 Days

Jul 13, 2025

N/A

N/A

43,005

2015

50,000

Jun 23, 2025

52 Days

Aug 13, 2025

N/A

N/A

43,005

2015

101,700

Aug 15, 2025

78 Days

Nov 1, 2025

N/A

N/A

70,672

2015

101,694

Aug 15, 2025

171 Days

Feb 1, 2026

N/A

N/A

70,668

2015

5,000

Aug 15, 2025

47 Days

Sep 30, 2025

N/A

N/A

3,475

2015

5,000

Aug 15, 2025

139 Days

Dec 31, 2025

N/A

N/A

3,475

705,258

469,167

Below is a table summarizing the RSUs vested and settled during the nine months ended September 30, 2025, all of which were issued pursuant to the 2015 Plan.

Equity Incentive Plan		RSUs Vested (#)				Vest Date		Shares Issued (#)				Shares Withheld for Taxes (#)
2015			21,583			Jan 1, 2025			21,583				-
2015			4,667			Feb 22, 2025			2,750				1,917
2015			33,503			Mar 13, 2025			21,643				11,860
2015			38,198			Mar 13, 2025			24,676				13,522
2015			41,642			Mar 13, 2025			26,901				14,741
2015			31,667			Apr 4, 2025			28,867				2,800
2015			297,340			May 1, 2025			248,908				48,432
2015			125,000			May 13, 2025			125,000				-
2015			37,334			May 23, 2025			35,654				1,680
2015			343,192			Jun 1, 2025			286,908				56,284
2015			8,667			Jun 15, 2025			5,381				3,286
2015			50,000			Jun 23, 2025			50,000				0
2015			138,452			Jul 1, 2025			112,933				25,519
2015			4,667			Jul 13, 2025			3,161				1,506
2015			50,000			Jul 13, 2025			50,000				0
2015			137,452			Aug 1, 2025			104,801				32,651
2015			50,000			Aug 13, 2025			50,000				0
2015			2,000			Sep 11, 2025			2,000				0
2015			282,825			Sep 28, 2025			222,334				60,491
2015			5,000			Sep 30, 2025			5,000				0
			1,703,189						1,428,500				274,689

Below is a table summarizing the RSUs cancelled during the nine months ended September 30, 2025, all of which were originally issued pursuant to the 2015 Plan.

Equity Incentive Plan		RSUs (#)				Cancellation Date		Vesting Date		RSUs Cancelled (#)
2015			3,600			Jan 3, 2025		Sep 28, 2025			3,600
2015			2,666			Jan 3, 2025		Oct 4, 2025			2,666
2015			3,600			Jan 3, 2025		Sep 28, 2026			3,600
2015			1,800			Feb 5, 2025		Sep 28, 2025			1,800
2015			1,800			Feb 5, 2025		Sep 28, 2026			1,800
2015			8,100			Feb 28, 2025		Sep 28, 2025			8,100
2015			12,000			Feb 28, 2025		Oct 4, 2025			12,000
2015			8,100			Feb 28, 2025		Sep 28, 2026			8,100
2015			34,000			Mar 15, 2025		Apr 4, 2025			34,000
2015			5,175			Mar 15, 2025		Sep 28, 2025			5,175
2015			6,000			Mar 15, 2025		Oct 4, 2025			6,000
2015			5,175			Mar 15, 2025		Sep 28, 2026			5,175
2015			1,000			Apr 1, 2025		May 23, 2025			1,000
2015			1,000			Apr 1, 2025		May 23, 2026			1,000
2015			1,000			Apr 1, 2025		May 23, 2027			1,000
2015			7,875			Sep 13, 2025		Sep 28, 2025			7,875
2015			7,875			Sep 13, 2025		Sep 28, 2026			7,875
2015			9,000			Sep 13, 2025		Oct 4, 2025			9,000
2015			4,228			Sep 13, 2025		Jan 15, 2026			4,228
2015			2,000			Sep 30, 2025		Sep 11, 2026			2,000
			125,994								125,994

Below is a table summarizing the RSUs issued and outstanding as of September 30, 2025, all of which were issued pursuant to the 2015 Plan and which have an aggregate weighted average remaining contractual life of 0.46 years.

RSUs Outstanding (#)				Weighted Average Grant Date Fair Value Share Price ($)				Weighted Average Remaining Contractual Life (Years)
	10,000				0.6010				1.50
	400,000				0.6020				1.10
	12,500				0.6050				0.43
	62,684				0.6301				0.29
	450,000				0.6750				1.55
	450,000				0.6900				0.51
	213,394				0.6949				0.51
	282,825				0.7000				0.22
	74,666				0.7425				1.14
	9,333				0.9707				0.90
	4,666				1.3200				0.78
	282,659				1.4600				0.01
	8,665				1.5800				0.71
	6,666				1.7200				0.49
	333				2.1500				0.16
	2,268,391

Stock-based compensation expense related to RSUs of $1,769,014 and $937,567 was recorded in the nine months ended September 30, 2025 and September 30, 2024, respectively. Total remaining unrecognized compensation cost related to non-vested RSUs is $1,658,309.

Below is a table summarizing the RSUs issued and outstanding as of September 30, 2025, all of which were issued pursuant to the 2024 Plan and which have an aggregate weighted average remaining contractual life of 1.71 years.

		RSUs (#)				Weighted Average Grant Date Fair Value Share Price ($)
Outstanding at December 31, 2024			1,000,000				0.2070
Granted			3,547,678				0.5819
Vested/Settled			(225,000	)			0.5095
Cancelled / Forfeited			(299,400	)			0.5701
Outstanding at September 30, 2025			4,023,278				0.5959

Exercisable at September 30, 2025			-				-

c) (ii) Restricted Stock Units - 2024 Plan

Below is a table summarizing the RSUs granted during the nine months ended September 30, 2025, all of which were issued pursuant to the 2024 Plan. The RSUs vest equally over periods stated on the dates noted, subject to the recipient’s continued service to the Company, and will result in the RSU compensation expense stated.

Equity Incentive Plan

RSUs Granted (#)

Grant Date

Vesting Period

First Vesting Date

Second Vesting Date

Third Vesting Date

RSU Expense ($)

2024

25,000

Feb 26, 2025

77 Days

May 13, 2025

N/A

N/A

14,626

2024

154,678

Mar 1, 2025

12 Months

Mar 1, 2026

N/A

N/A

95,900

2024

2,868,000

Mar 17, 2025

36 Months

Mar 17, 2026

Mar 17, 2027

Mar 17, 2028

1,635,048

2024

200,000

May 5, 2025

8 Days

May 13, 2025

N/A

N/A

100,020

2024

300,000

(i)

Jul 24, 2025

Up to 42 Months

Variable

Variable

Variable

134,977

3,547,678

1,980,571

(i)

These RSUs vest upon the share price closing above $2.50 per share for a minimum of thirty consecutive trading days within a period of three years from the date of grant, with further time-based vesting in a single installment six months after the timely achievement of the target, if at all, and subject to continued service. The estimated fair value of the RSUs that include a market vesting condition will be measured on the grant date using a Monte Carlo Simulation of a Geometric Brownian Motion stock path model and incorporating the probability of vesting occurring. The estimated fair value of these awards will be recognized over the derived service period (as determined by the valuation model), with such recognition occurring regardless of whether the market condition is met.

Below is a table summarizing the RSUs cancelled during the nine months ended September 30, 2025, all of which were originally issued pursuant to the 2024 Plan.

Equity Incentive Plan		RSUs (#)				Cancellation Date		Vesting Date		RSUs Cancelled (#)
2024			95,618			Jun 30, 2025		Mar 17, 2026			95,618
2024			95,599			Jun 30, 2025		Mar 17, 2027			95,599
2024			95,583			Jun 30, 2025		Mar 17, 2028			95,583
2024			4,200			Sep 30, 2025		Mar 17, 2026			4,200
2024			4,200			Sep 30, 2025		Mar 17, 2027			4,200
2024			4,200			Sep 30, 2025		Mar 17, 2028			4,200
			299,400								299,400

Below is a table summarizing the RSUs vested and settled during the nine months ended September 30, 2025, all of which were issued pursuant to the 2024 Plan.

Equity Incentive Plan

RSUs Vested (#)

Vest Date

Shares Issued (#)

Shares Withheld for

Taxes (#)

2024

225,000

May 13, 2025

225,000

-

225,000

225,000

-