XML 24 R13.htm IDEA: XBRL DOCUMENT v3.24.1.1.u2
Stock-Based Compensation
 3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation

5. Stock-Based Compensation

 

MDB stock-based compensation

 

Between April 19, 2022 and September 21, 2022, the Company granted 3,675,000 restricted stock units (“RSUs”). These units will vest when 20% of the one-half of the total number of RSUs, by each individual person, on the thirteenth (13) month anniversary of the listing of the Class A Shares on a United States national exchange, then at a rate of 10% of one-half the number of RSUs each six months after the date of the initial vesting, until the last vesting on the fifth year anniversary of the Date of Grant, at which any previously unvested will fully vest. These RSUs were granted to officers, directors, employees, and contractors. As these RSUs do not begin to vest until the completion of an initial public offering by the Company, which occurred on September 20, 2023, $1,107,521 of stock-based compensation expense related to these RSUs was recorded for the three-months ended March 31, 2024. The total unrecognized compensation expense based on the shares price sold in the private placement is $34,302,984.

 

On April 19, 2022 the Company granted 2,000,000 restricted stock units (“RSUs”). These units will vest when 20% of the one-half of the total number of RSUs, by each individual person, on the thirteenth (13) month anniversary of the listing of the Class A Shares on a United States national exchange. Class A Share have traded in the market since September 20, 2023. The RSUs will vest once the Class A Shares are listed for any 90 consecutive calendar days at an average price of $20.00 or more during the period commencing from the Date of Grant and prior to the five year anniversary of the Date of Grant, with an average monthly trading volume of 2,000,000 Class A Shares or more during the 90 consecutive calendar day period, or the Class A Shares are listed for any 90 consecutive calendar days at an average price of $25.00 or more during the period commencing the Date of Grant and prior to the five year anniversary of the Date of Grant; provided further, that if there is a distribution of cash, stock or other property by the Company on the Class A Shares, then the foregoing average amounts of $20.00 or $25.00 will be reduced, from time to time, by the value of any one or more per share distributions after the Date of Grant until vested. As these RSUs do not begin to vest until the completion of an initial public offering by the Company, which occurred on September 20, 2023, $1,107,521 of stock-based compensation expense related to these RSUs was recorded for the three-months ended March 31, 2024. The estimated unrecognized compensation expense for performance/market vesting RSUs is $13,465,761.

 

A summary of restricted stock unit activity during the three-months ended March 31, 2024 and 2023 is presented below:

 

   Time-Based   Performance-Based 
   Number of Restricted Stock Units   Weighted Average Grant Date Fair Value   Number of Restricted Stock Units   Weighted Average Grant Date Fair Value 
Restricted stock units outstanding at March 31, 2023   3,675,000   $10.00    2,000,000   $7.91 
Granted   -    -    -    - 
Exercised   -    -    -    - 
Expired   -    -    -    - 
Restricted stock units outstanding at December 31, 2023   3,675,000   $10.00    2,000,000   $7.91 
Granted   -    -    -    - 
Exercised   -    -    -    - 
Expired   -    -    -    - 
Restricted stock units outstanding at March 31, 2024   3,675,000   $10.00    2,000,000   $7.91 
                     
Restricted stock units at March 31, 2023   -   $-    -   $- 
Restricted stock units at March 31, 2024   -   $-    -   $- 

 

Invizyne stock-based compensation

 

Invizyne’s 2020 Equity Incentive Plan (the “2020 Plan”), which was approved by the Invizyne shareholders, permits grants to its officers, directors, and employees for up to 1,877,664 shares of Invizyne’s Common Stock. On May 1st, 2023 the board approved an increase of 3,116,351. The 2020 Plan authorizes the use of stock options, shares of restricted stock, and restricted stock units, among other forms of equity based awards.

 

On May 1, 2023, stock options to purchase 103,880 shares of Common Stock were granted at an exercise price of $1.66 per share, which was equal to the fair value of the Common Stock on the date of grant and are exercisable for a period of 7 years. The stock options vest ratably over a period of 5 years. The inputs used to determine the fair value was Common Stock price of $1.66, option exercise price of $1.66, expected life in years of 5 years, with a contract life of 7 years, risk-free rate of 3.64%, expected annual volatility of 121.70%, and annual rate of dividends of $0.

 

On November 1, 2023, stock options to purchase 914,129 shares of Common Stock were granted at an exercise price of $1.66 per share, which was equal to the fair value of the Common Stock on the date of grant and are exercisable for a period of 7 years. The stock options vest ratably over a period of 5 years. The inputs used to determine the fair value was Common Stock price of $1.66, option exercise price of $1.66, expected life in years of 5 years, with a contract life of 7 years, risk-free rate of 4.67%, expected annual volatility of 144.94%, and annual rate of dividends of $0.

 

 

On February 1, 2024, stock options to purchase 311,636 shares of Common Stock were granted at an exercise price of $1.66 per share, which was equal to the fair value of the Common Stock on the date of grant and are exercisable for a period of 7 years. The stock options vest ratably over a period of 5 years. The inputs used to determine the fair value was Common Stock price of $1.66, option exercise price of $1.66, expected life in years of 5 years, with a contract life of 7 years, risk-free rate of 4.20%, expected annual volatility of 95.85%, and annual rate of dividends of $0.

 

As of March 31, 2024 stock options to purchase 695,035 shares of Common Stock were vested, the weighted average exercise price is $1.46, the aggregate intrinsic value is $0.00, and the weighted average remaining contractual term is 5.55 years. Invizyne stock-based compensation were $142,810 and $54,126 for the years ended March 31, 2024 and 2023. As of March 31, 2024, the unrecognized stock-based compensation is $2,145,319.

 

A summary of stock option activity during the three months ended March 31, 2024 and 2023 is presented below:

 

   Number of Shares  

Weighted Average

Exercise Price

   Weighted
Average
Remaining
Contractual Life
(in Years)		 
Stock options outstanding at January 1, 2023   1,067,356   $1.22    4.83 
Granted   -    -    - 
Exercised   -    -    - 
Expired   -    -    - 
Stock options outstanding at March 31, 2023   1,067,356   $1.22    4.83 
Granted   1,018,012    1.66    7.00 
Exercised   -    -    - 
Expired   -    -    - 
Stock options outstanding at December 31, 2023   2,085,368   $1.43    5.47 
Granted   311,636    1.66    7.00 
Exercised   -    -    - 
Expired   -    -    - 
Stock options outstanding at March 31, 2024   2,397,004    1.46    5.55 
                
Stock options exercisable at March 31, 2023   462,518   $1.22    4.83 
Stock options exercisable at March 31, 2024   695,035   $1.46    5.55 

 

On March 28, 2022, Invizyne granted 232,689 restricted stock units (“RSUs”) at a value of $1.22 per share. These RSUs were issued in 2021 in lieu of cash bonuses. As these RSUs do not vest until the expiration of any lock up subsequent to an initial public offering of the Company, or upon the change of control of the Company by Invizyne, which is outside of the control of the Company, no compensation expense related to these RSUs has been recorded. These RSUs fully vest upon the expiration of any lockup period subsequent to an initial public offering, or upon the change of control of Invizyne. The Company will record stock-based compensation for these RSUs when the RSUs begin to vest, and the unrecognized stock-based compensation is $788,705.

 

On May 1, 2023, Invizyne granted 97,050 restricted stock units (“RSUs”) at a value of $1.66 per share. These RSUs were issued in 2023 in lieu of cash bonuses. As these RSUs do not vest until the expiration of any lock up subsequent to an initial public offering of the Company, or upon the change of control of the Company by Invizyne, which is outside of the control of the Company, no compensation expense related to these RSUs has been recorded. These RSUs fully vest upon the expiration of any lockup period subsequent to an initial public offering, or upon the change of control of Invizyne. The Company will record stock-based compensation for these RSUs when the RSUs begin to vest, and the unrecognized stock-based compensation is $333,852.