Private CalciMedica adopted an equity incentive plan in 2006 (“2006 Plan”) that provides for the issuance of common stock to employees, non-employee directors and consultants. Recipients of incentive stock options are eligible to purchase common stock at an exercise price equal to no less than the estimated fair market value of such stock on the date of grant. The 2006 Plan provides for the grant of incentive stock options, non-statutory stock options and stock purchase rights. The maximum contractual term of options granted under the 2006 Plan is ten years. The options generally vest 25% on the first anniversary of the grant date, with the balance vesting ratably over the following 36 months. In connection with the Merger, the Company assumed the 2006 Plan and all stock options issued and outstanding under the 2006 Plan.

The Company adopted the 2023 Equity Incentive Plan (the “2023 Plan”), which became effective at the closing of the Merger and replaced its 2020 Equity Incentive Plan (the “2020 Plan”) on the effective date of the Merger. As of the effective date of the Merger, there were 1,000,000 shares of the Company’s common stock available for grant under the 2023 Plan. In addition, the share reserve is subject to annual increases each January 1 for the first ten years following approval of the 2023 Plan of up to 5% of shares of the Company’s common stock outstanding (or a lesser number determined by the Company’s board of directors). Effective January 1, 2024, the shares reserved for issuance under the 2023 Plan was increased by 287,725 shares of the Company’s common stock. Effective March 28, 2024, the Board approved an increase of 1,500,000 shares of the Company’s common stock reserved under the 2023 Plan, which was subsequently approved by the stockholders of the Company on August 27, 2024. As of January 1, 2025 an additional 674,095 shares of the Company’s common stock were added to the plan per the annual increase. On April 23, 2025 the Board approved an increase of 600,000 shares of the Company’s common stock reserved for issuance under the 2023 Plan, which was subsequently approved by the stockholders of the Company on June 24, 2025. As of September 30, 2025, 105,022 shares of the Company’s common stock were available for grant under the 2023 Plan.

The Company adopted the 2023 Employee Stock Purchase Plan (the “2023 ESPP”) which became effective at the closing of the Merger. As of the effective time of the Merger, there were 65,000 shares of the Company’s common stock reserved for issuance under the 2023 ESPP. In addition, the share reserve is subject to annual increases each January 1 for the first ten years following approval of the 2023 ESPP of the lesser of (i) 1% of the total number of shares of the Company’s common stock outstanding on December 31 of the preceding calendar year, (ii) 195,000 shares of the Company’s common stock, or (iii) such lesser number of shares of the Company’s common stock as determined by the Company’s board of directors. An annual increase of 57,545 and 134,819 shares of the Company’s common stock was automatically added to the share reserve under the 2023 ESPP on January 1, 2024 and 2025, respectively. As of September 30, 2025, 257,364 shares of the Company’s common stock were available for grant under the 2023 ESPP.

The following table summarizes the stock option transactions for the 2023 Plan:



	Total Options				Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (years)			Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2024		2,824,443		$		5.51		8.15	$		316
Granted		2,029,152				1.57		9.62			3,046
Exercised		(15,187	)			1.55		—			—
Forfeited/Cancelled		(55,000	)			3.36		—			—
Outstanding at September 30, 2025		4,783,408		$		3.88		8.33	$		3,096
Vested and exercisable at September 30, 2025		2,406,584		$		4.83		7.60	$		1,147

There were 15,187 options exercised and 2,029,152 options granted during the nine months ended September 30, 2025. The weighted-average fair value of options granted during the nine months ended September 30, 2025 and 2024 was $1.33 and $4.17 per share, respectively. The total fair value of shares vested was $2.2 million and $1.6 million for the nine months ended September 30, 2025 and 2024, respectively.

As of September 30, 2025, stock-based compensation not yet recognized is $5.0 million, which the Company expects to recognize over an estimated weighted-average term of 2.4 years.

The following are the underlying assumptions in Black-Scholes to determine the fair value of the stock option grants for the nine months ended September 30, 2025 and 2024:


	Nine Months Ended September 30,
	2025	2024
Risk free interest rate	3.50%	3.11%
Expected volatility	101%	96%
Expected term (years)	5.86	6.01
Expected dividend yield	0%	0%

The fair value of RSU’s is determined on the date of grant based on the market price of the Company’s common stock on that date. The aggregate grant date fair value of RSU’s vested during the nine months ended September 30, 2025 was zero.

The following table summarizes restricted stock unit activity for the CalciMedica Plans:



	Number of Restricted Stock Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2024		40,000	$		3.50
Outstanding at September 30, 2025		40,000	$		3.50
Vested and exercisable at September 30, 2025		—	$		—

Stock-based compensation expense recognized for options, RSU’s and Common Stock Warrants granted was as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Research and development	$	219	$	273	$	777	$	634
General and administrative		407		508		1,572		1,047
Total stock-based compensation expense	$	626	$	781	$	2,349	$	1,681

Common stock reserved for future issuance consists of the following at September 30, 2025:


	September 30,
	2025
Common stock warrants		3,993,784
Stock options issued and outstanding		4,783,408
Restricted stock units outstanding		40,000
Shares available for issuance under the 2023 Plan		105,022
Shares available under the 2023 ESPP		257,364
Total		9,179,578