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STOCK-BASED COMPENSATION | 6 Months Ended
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Jun. 30, 2026
Share-Based Payment Arrangement [Abstract] |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION In 2018, our stockholders approved the adoption of the SenesTech, Inc. 2018 Equity Incentive Plan (the “2018 Plan”), which provides for the issuance of stock-based instruments, such as stock options or restricted stock units, to employees or consultants as deemed appropriate. The 2018 Plan has since been amended and restated on certain occasions, most recently on June 9, 2026, when our stockholders approved an increase to the total number of authorized shares to 1,407,071 shares. As of June 30, 2026, we have 189,120 shares of common stock available for issuance under the 2018 Plan. Currently, only stock options are outstanding under the 2018 Plan, which are generally issued with a per share exercise price equal to the fair market value of our common stock at the date of grant. Options granted generally vest ratably over a 12- to 36-month period coinciding with their respective service periods, with terms generally of ten years. Certain stock option awards provide for accelerated vesting upon a change in control. Contingent Stock Options On October 15, 2025, the Company’s Board of Directors (the “Board”) approved the grant of stock options to purchase up to 420,000 shares of common stock to the Board members pursuant to a proposed amendment to the 2018 Plan (the “Contingent Stock Options”). The Board approved an amendment to the 2018 Plan, which was submitted to the stockholders of the Company for approval at the 2026 annual meeting of stockholders, to increase the number of shares available for issuance thereunder to ensure that the Company has sufficient shares to attract, retain, and motivate key employees and directors. In May 2026, prior to the 2026 annual meeting of stockholders, the Contingent Stock Options were voluntarily forfeited by each recipient. The terms of the cancelled Contingent Stock Options included an exercise price of $4.05 per share, vesting in four equal installments of 25% on each of January 15, 2026, April 15, 2026, July 15, 2026, and October 15, 2026, and a contractual term expiring October 15, 2035. The grants were contingent upon stockholder approval of the amended 2018 Plan by October 15, 2026. If such approval was not obtained by that date, the Contingent Stock Options would be rescinded, terminated, and deemed void ab initio, as if the grant had never occurred. Because a grant date, as defined in ASC 718, Compensation—Stock Compensation, would not have occurred unless and until the stockholders approved the amendment to the 2018 Plan, and because each recipient voluntarily forfeited the Contingent Stock Options, which were immediately canceled by the Company prior to the stockholder vote, no grant date was established and, accordingly, no stock-based compensation expense was recognized with respect to these awards. Stock Options The following table presents the outstanding stock option activity:
| Number of Options |  | Weighted Average Exercise Price Per Share |  | Weighted Average Remaining Contractual Term (years) |  |
Outstanding as of December 31, 2025 | 175,578 |  |  |  | 20.75 |  |  | 8.8 |  |
Granted | 1,053,288 |  |  |  | 1.61 |  |  | 9.9 |  |
Exercised | — |  |  |  | — |  |  | — |  |  |
Forfeited | (10,002) |  |  |  | 3.36 |  |  | — |  |  |
Expired | (140) |  |  |  | 3,985.71 |  |  | — |  |  |
Outstanding as of June 30, 2026 | 1,218,724 |  | (1) |  | 3.89 |  |  | 9.3 |  |
Exercisable as of June 30, 2026 | 171,312 |  |  |  | 17.72 |  |  | 5.6 |  |
(1) Includes options related to 603 shares that are inducement awards and not granted under the 2018 Plan. The weighted average grant date fair value of options granted during the three- and six-month periods ended June 30, 2026 was $1.38 per share based on the following assumptions used in the Black-Scholes option pricing model:
Expected volatility | 116 | %
Expected dividend yield | —
Expected term (in years) | 5.9 years
Risk-free interest rate | 4.2 | %
The expected volatility assumption is based on the calculated volatility of our common stock at the date of grant based on historical prices over the most recent period commensurate with the term of the award. The expected dividend yield assumption is based on our history and expected dividend payouts: we have not paid, and do not expect to pay dividends. The expected term assumption is calculated based on the mid-point between the vesting date and the end of the contractual term according to the simplified method as described in SEC Staff Accounting Bulletin 110 because we do not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term. The risk-free interest rate assumption is determined using the U.S. treasury yields for bonds with a maturity commensurate with the term of the award. The stock-based compensation expense was recorded as follows (in thousands):
| Three Months Ended June 30, |  | Six Months Ended June 30,
| 2026 |  | 2025 |  | 2026 |  | 2025
Research and development | $ | 5 |  |  | $ | 3 |  |  | $ | 7 |  |  | $ | 6 |
Selling, general and administrative | 177 |  | 87 |  | 198 |  | 175
Total stock-based compensation expense | $ | 182 |  |  | $ | 90 |  |  | $ | 205 |  |  | $ | 181 |
The allocation between research and development and selling, general and administrative expense was based on the department and services performed by the employee or non-employee. As of June 30, 2026, the total compensation cost related to unvested options not yet recognized, unamortized stock-based compensation, was $1.4 million, which will be recognized over a weighted average period of 1.7 years, assuming the service period required for vesting is met.

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