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Stock-Based Compensation
6 Months Ended
Sep. 30, 2025
Stock-Based Compensation [Abstract]  
STOCK-BASED COMPENSATION

NOTE 5 – STOCK-BASED COMPENSATION

 

Amended and Restated 2017 Equity Incentive Plan

 

In October 2017, the Company’s board of directors (the “Board”) approved the 2017 Equity Incentive Plan (the “Plan”) with 1,000,000 shares of common stock reserved for issuance. In January 2020 and August 2021, the Board approved increases in the number of shares reserved for issuance under the Plan by 333,334 and 1,333,334 shares, respectively. In January 2023, February 2024 and February 2025, the Company’s stockholders approved increases in the number of shares reserved for issuance under the Plan by an additional 2,000,000, 3,000,000 and 3,000,000 shares, respectively. Under the Plan, eligible employees, directors and consultants may be granted a broad range of awards, including stock options, stock appreciation rights, restricted stock, performance-based awards and restricted stock units (“RSUs”). The Plan is administered by the Board or, in the alternative, a committee designated by the Board.

 

Stock-Based Compensation Expense

 

Stock options granted by the Company generally vest over 36 months and have a 10-year term. As of September 30, 2025, the unamortized compensation cost related to stock options was approximately $1,526,736 and is expected to be recognized as expense over a weighted-average period of approximately 1.12 years.

 

In April 2025, under its Two-Part FDA Submission and Product Milestone Bonus Program, the Company granted stock options for 1,941,000 shares, which are subject to vesting based upon achievement of certain performance milestones by the Company and continued service by the optionee. As of June 30, 2025, the Company had commenced expense recognition for all 1,941,000 of these option shares based on its assessment of the probability of achievement of the applicable performance requirements, including (i) submission of the 510(k) to the FDA for the Pivot pump product on or before October 31, 2025 and (ii) validation of the manufacturing line validated for the Pivot pump product with capacity to serve 6,000 patents by March 15, 2026.

 

The weighted-average grant date fair value of options granted was $0.74 and $1.41 per share for the six months ended September 30, 2025 and 2024, respectively, and $0.56 and $1.51 for the three months ended September 30, 2025 and 2024, respectively. The following assumptions were used in the fair-value method calculations:

 

   Three Months Ended
September 30,
  Six Months Ended
September 30,
   2025  2024  2025  2024
Risk-free interest rates  3.7% - 4.1%  3.4% - 4.1%  3.7% - 4.1%  3.5% - 4.4%
Volatility  102% - 106%  114% -117%  102% - 107%  114% - 123%
Expected life (years)  5.0 – 5.7  5.0 – 5.7  5.0 – 5.7  5.0 – 5.7
Expected dividend % 
 
 
 

 

The fair values of options at the grant date were estimated utilizing the Black-Scholes valuation model, which includes simplified methods to establish the fair term of options, as well as average volatility. The risk-free interest rate was derived from the Daily Treasury Yield Curve Rates, as published by the U.S. Department of the Treasury as of the grant date for terms equal to the expected terms of the options. A dividend yield of zero was applied because the Company has never paid dividends and has no intention to pay dividends in the foreseeable future. The Company accounts for forfeitures as they occur.

 

The following table summarizes the activity in the shares available for grant under the Plan during the six months ended September 30, 2025:

 

       Options Outstanding 
           Weighted 
   Shares       Average 
   Available   Number of   Exercise 
   for Grant   Shares   Prices 
Balance at March 31, 2025   5,397,872    4,917,090   $3.17 
Share awards   (6,375)   
    0.68 
Options granted   (2,291,172)   2,291,172    0.93 
Options cancelled and returned to the Plan   8,056    (8,056)   1.52 
Balance at June 30, 2025   3,108,381    7,200,206   $2.46 
Share awards   (6,375)   
    0.70 
Options granted   (139,375)   139,375    0.71 
Options cancelled and returned to the Plan   110,555    (110,555)   1.13 
Balance at September 30, 2025   3,073,186    7,229,026   $2.44 

There were no stock options exercised during the six months ended September 30, 2025. A stock option was exercised on a cashless basis for 7,530 shares of common stock during the six months ended September 30, 2024. During the six months ended September 30, 2025 and 2024, the Company awarded 12,750 and 7,750 shares, respectively, and for the three months ended September 30, 2025 and 2024, the Company awarded 6,375 and 3,875 shares, respectively, to its non-employee directors under the Company’s outside director compensation plan. For the six months ended September 30, 2025 and 2024, the Company recorded stock-based compensation expense for these share awards of approximately $9,000 and $15,000, respectively, and for the three months ended September 30, 2025 and 2024, the Company recorded stock-based compensation expense for these share awards of approximately $4,000 and $9,000, respectively.

 

A summary of restricted stock unit (RSU) activity under the Plan is presented below.

 

       Weighted
Average
 
   Number of
Shares
   Grant-Date
Fair Value
 
Non-vested shares at March 31, 2025   104,168   $0.91 
Vested   (20,833)  $0.91 
Non-vested shares at June 30, 2025   83,335   $0.91 
Vested   (20,834)  $0.91 
Non-vested shares at September 30, 2025   62,501   $0.91 

 

 

The total intrinsic value of RSUs outstanding as of September 30, 2025 was approximately $44,000. The unamortized compensation cost at September 30, 2025 was approximately $58,000 related to RSUs and is expected to be recognized as expense over a period of approximately 0.75 years.

 

The following table summarizes the range of outstanding and exercisable options as of September 30, 2025:

 

    Options Outstanding     Options Exercisable  
          Weighted                          
          Average                          
          Remaining     Weighted           Weighted        
          Contractual     Average           Average     Aggregate  
    Number     Life     Exercise     Number     Exercise     Intrinsic  
Range of Exercise Price   Outstanding     (in Years)     Price     Exercisable     Price     value  
$0.68 - $2.28     5,796,752       8.42     $ 1.27       2,712,909     $ 1.53     $ 795  
$3.95 - $7.51     933,145       5.69     $ 5.30       933,145     $ 5.30        
$8.61 - $17.70     499,129       5.73     $ 10.56       499,129     $ 10.56        
$0.68 - $17.70     7,229,026       7.88     $ 2.44       4,145,183     $ 3.47     $ 795  

 

The intrinsic value per share is calculated as the excess of the closing price of the common stock on the Company’s principal trading market over the exercise price of the option.