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Pay vs Performance Disclosure - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Pay vs Performance Disclosure      
Pay vs Performance Disclosure, Table

Pay Versus Performance

 

The following tables and related disclosures provide information about (i) the total compensation of our CEO (our principal executive officer), and our other Named Executive Officers (“other NEOs”), as presented in the table under "Executive Compensation - Summary Compensation Table" (“SCT”), (ii) the “compensation actually paid” (“CAP”) to our CEO and our other NEOs, as calculated pursuant to the SEC’s pay-versus-performance rules, (iii) certain financial performance measures, and (iv) the relationship of CAP to those financial performance measures.

 

This disclosure has been prepared in accordance with Item 402(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended, and does not necessarily reflect value actually realized by the executives or how our compensation committee evaluates compensation decisions in light of company or individual performance.

 

Year

  

Summary

Compensation

Table Total for

CEO

(1)

    

Compensation

Actually Paid to

CEO

(2)

    

Average

Summary

Compensation

Table Total for

Other NEOs

(1)

    

Average

Compensation

Actually Paid to

Other NEOs

(2)

    

Value of Initial

Fixed $100

Investment

Based on Total

Shareholder

Return

(3)

    

Net Income

(Loss)

(4)

  

2024

   $ 645,795     $ 642,377     $ 495,755     $ 497,077     $ 2.50     $ (24,992,296 )

2023

     384,200       334,063       326,267       314,994       5.48       (25,966,762 )

2022

     652,012       293,263       429,383       310,696       9.57       (14,021,125 )

 

(1)

These amounts reflect (i) the total compensation reported in the SCT for the applicable year in the case of our CEO; and (ii) the average of the total compensation reported in the SCT for the applicable year for our other NEOs. For 2024, 2023 and 2022, Mr. Dodd was the CEO. Drs. McKee and Newman are the other NEOs for 2024 and 2023. Dr. Newman and Mr. Reynolds are the other NEOs for 2022.
   
PEO Total Compensation Amount $ 645,795 $ 384,200 $ 652,012
PEO Actually Paid Compensation Amount $ 642,377 334,063 293,263
Adjustment To PEO Compensation, Footnote

(2)

These amounts reflect the amount of CAP for our CEO and other NEOs as computed in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect the actual amount of compensation earned by or paid during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to total compensation for each year to determine CAP:

 

   

2024

    

2023

    

2022

  
   

CEO

    

Average for

Other NEOs

    

CEO

    

Average for

Other NEOs

    

CEO

    

Average for

Other NEOs

  

SCT Total Pay

   $ 645,795     $ 495,755     $ 384,200     $ 326,267     $ 652,012     $ 429,383  

Deduct value of equity awards granted during the year as reported in the SCT

     (75,495 )     (33,865 )     -       -       (183,000 )     (73,200 )

Add year-end value of unvested equity awards granted during the year

     85,295       38,261       -       -       152,250       60,900  

Add change in value of unvested equity awards granted in prior years

     (13,804 )     (3,176 )     (57,530 )     (12,159 )     (348,772 )     (112,837 )

Add change in value of equity awards granted in prior years that vested during the year

     586       102       7,393       886       20,773       6,450  

Compensation Actually Paid

   $ 642,377     $ 497,077     $ 334,063     $ 314,994     $ 293,263     $ 310,696  

 

(3)

Total shareholder return (“TSR”) represents the value on the last trading day of each of 2024, 2023 and 2022 of an investment of $100 in our Common Stock on the last trading day of 2021.

(4)

The dollar amounts reported represent the amount of net loss reflected in our consolidated audited financial statements for the applicable year.

 

 

    
Non-PEO NEO Average Total Compensation Amount $ 495,755 326,267 429,383
Non-PEO NEO Average Compensation Actually Paid Amount $ 497,077 314,994 310,696
Compensation Actually Paid vs. Total Shareholder Return

Analysis of Information Presented in the Pay Versus Performance Table

 

The graphs below illustrate the relationship between the CAP for our CEO and the average CAP for our other NEOs, versus (i) our TSR, and (ii) our net income (loss) for the years ended December 31, 2024, 2023 and 2022. TSR amounts reported in the graph assume an initial fixed investment of $100 at December 31, 2021.

 

captsr.jpg

    
Compensation Actually Paid vs. Net Income
capnet.jpg

 

 

    
Total Shareholder Return Amount $ 2.5 5.48 9.57
Net Income (Loss) (24,992,296) (25,966,762) (14,021,125)
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (75,495) 0 (183,000)
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 85,295 0 152,250
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (13,804) (57,530) (348,772)
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 586 7,393 20,773
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (33,865) 0 (73,200)
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 38,261 0 60,900
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (3,176) (12,159) (112,837)
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ 102 $ 886 $ 6,450