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STOCK OPTIONS, RESTRICTED STOCK AND WARRANTS | 9 Months Ended
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Sep. 30, 2025
Equity [Abstract] |
STOCK OPTIONS, RESTRICTED STOCK AND WARRANTS | NOTE 6 – STOCK OPTIONS, RESTRICTED STOCK AND WARRANTS On November 14, 2017, the Executive Committee of the Company’s Board of Directors adopted the 2017 Equity Incentive Plan (the “2017 Plan”) which covered the potential issuance of 260,000 shares of common stock. The 2017 Plan provided that directors, officers, employees, and consultants of the Company were eligible to receive equity incentives under the 2017 Plan at the discretion of the Board or the Board’s Compensation Committee. On August 10, 2020, the Company’s Board of Directors adopted the 2020 Equity Incentive Plan (the “2020 Plan”) and on September 30, 2020, the Company’s stockholders approved the 2020 Plan, which authorizes the potential issuance of up to 1,069,110 shares of common stock. Upon effectiveness of the 2020 Plan the 2017 Plan was terminated. Shares of common stock underlying existing awards under the 2017 Plan may become available for issuance pursuant to the terms of the 2020 Plan under certain circumstances. Employees and non-employee directors of the Company or its affiliates, and other individuals who perform services for the Company or any of its affiliates, are eligible to receive awards under the 2020 Plan at the discretion of the Board of Directors or the Board’s Compensation Committee. On March 28, 2022, the Company’s Board of Directors adopted the First Amendment to the 2020 Plan and on June 9, 2022, the Company’s stockholders approved the First Amendment to the 2020 Plan, which increased the shares authorized for potential issuance under the 2020 Plan to 2,069,100 shares of common stock and extended the term of the 2020 Plan to June 9, 2023. On April 17, 2023, the Company’s Board of Directors adopted the Second Amendment to the 2020 Plan and on June 6, 2023, the Company’s stockholders approved the Second Amendment to the 2020 Plan, which increased the shares authorized for potential issuance under the 2020 Plan to 3,069,110 shares of common stock and extended the term of the 2020 Plan to June 6, 2033, and increased the annual cap on director compensation by $50 thousand. On March 18, 2024, the Company’s Board of Directors adopted the Third Amendment to the 2020 Plan, which on June 4, 2024, was approved by the Company’s stockholders, which increased the shares authorized for potential issuance under the 2020 Plan to 4,069,100 shares of common stock and extended the term of the 2020 Plan to June 4, 2034. The 2020 Plan, as amended, is administered by the Compensation Committee which determines the persons to whom awards will be granted, the number of awards to be granted and the specific terms of each grant, including the vesting thereof, subject to the provisions of the plan. In connection with incentive stock options, the exercise price of each option may not be less than 100% of the fair market value of the common stock on the date of the grant (or 110% of the fair market value in the case of a grantee holding more than 10% of the outstanding stock of the Company). The aggregate fair market value (determined at the time of the grant) of stock with respect to which incentive stock options are exercisable for the first time by any individual during any calendar year (under all plans of the Company and its affiliates) shall not exceed $100 thousand, and the options in excess of $100 thousand shall be deemed to be non-qualified stock options, including prices, duration, transferability and limitations on exercise. The maximum number of shares of common stock that may be issued under the 2020 Plan pursuant to incentive stock options may not exceed, in the aggregate, 1,000,000. The Company has issued non-qualified stock options pursuant to contractual agreements with non-employees. Options granted under the agreements are expensed when the related service or product is provided. Determining the appropriate fair value of stock-based awards requires the input of subjective assumptions. The Company uses the Black-Scholes option pricing model to value its stock option awards. The assumptions used in calculating the fair value represent management’s best estimates and involve inherent uncertainties and judgements. Stock Options The following table summarizes the activities for the Company’s stock options as of September 30, 2025:
Schedule of stock options |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | Options Outstanding |
|  |  |  |  |  |  |  |  |  |  | Weighted - |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  | Average |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  | Remaining |  |  |  | Aggregate |
|  |  |  |  |  |  | Weighted- |  |  |  | Contractual |  |  |  | Intrinsic |
|  |  | Number of |  |  |  | Average |  |  |  | Term |  |  |  | Value |
|  |  | Shares |  |  |  | Exercise Price |  |  |  | (in years) |  |  |  | (in thousands)(1) |
Balance as of December 31, 2024 |  |  | 221,000 |  |  | $ | 3.57 |  |  |  | 0.4 |  |  | $ | - |
Granted |  |  | - |  |  |  | - |  |  |  |  |  |  |  |  |
Forfeited/Cancelled/Expired |  |  | (221,000 | ) |  |  | 3.57 |  |  |  |  |  |  |  |  |
Balance as of September 30, 2025 |  |  | - |  |  | $ | - |  |  |  | - |  |  | $ | - |
Exercisable as of September 30, 2025 |  |  | - |  |  | $ | - |  |  |  | - |  |  | $ | - |
| (1) | The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the quoted price of the Company’s common stock for options that were in-the-money at each respective period.
As of September 30, 2025, the Company had no outstanding stock options. During the nine months ended September 30, 2025, and 2024, the Company expensed $0, with respect to options. As of September 30, 2025, there was $0 unrecognized compensation cost related to outstanding stock options. Restricted Stock Awards and Restricted Stock Units The following table summarizes the unvested restricted stock awards as of September 30, 2025:
Schedule of unvested restricted stock awards |  |  |  |  |  |  |  |
|  |  |  |  | Weighted - |
|  |  |  |  | Average |
|  | Number of |  |  | Grant |
|  | Award Shares |  |  | Date Fair Value |
Unvested at December 31, 2024 |  |  | 140,000 |  |  | $ | 1.60 |
Granted |  |  | - |  |  |  | - |
Vested |  |  | (140,000 | ) |  |  | 1.60 |
Balance at September 30, 2025 |  |  | - |  |  | $ | - |
As of September 30, 2025, total unrecognized share-based compensation cost related to unvested restricted stock awards is $0. The following table summarizes the unvested restricted stock units as of September 30, 2025:
Schedule of unvested restricted stock units |  |  |  |  |  |  |  |
|  |  |  |  | Weighted - |
|  |  |  |  | Average |
|  | Number of |  |  | Grant |
|  | Unit Shares |  |  | Date Fair Value |
Unvested at December 31, 2024 |  |  | 273,736 |  |  | $ | 1.38 |
Granted |  |  | 110,773 |  |  |  | 1.52 |
Vested |  |  | (155,038 | ) |  |  | 1.44 |
Forfeited |  |  | (20,334 | ) |  |  | 1.57 |
Balance at September 30, 2025 |  |  | 209,137 |  |  | $ | 1.39 |
As of September 30, 2025, total unrecognized share-based compensation cost related to unvested time-based restricted stock units was $69 thousand, which is expected to be recognized over a weighted-average period of less than one 1 year. The following table summarizes the unvested performance-based restricted stock units as of September 30, 2025:
Schedule of unvested performance restricted stock units |  |  |  |  |  |  |  |
|  |  |  |  | Weighted - |
|  |  |  |  | Average |
|  | Number of |  |  | Number of |
|  | Unit Shares |  |  | Unit Shares |
Unvested at December 31, 2024 |  |  | 1,606,660 |  |  | $ | 1.37 |
Granted |  |  | - |  |  |  | - |
Forfeited/Cancelled |  |  | (285,069 | ) |  |  | 2.40 |
Balance at September 30, 2025 |  |  | 1,321,591 |  |  | $ | 1.15 |
For restricted stock units with stock price appreciation targets, we applied a lattice approach that incorporated a Monte Carlo simulation, which involved random iterations that took different future price paths over the restricted stock unit’s contractual life based on the appropriate probability distributions (which are based on commonly applied Black Scholes inputs). The fair value of each grant was determined by taking the average of the grant date fair values under each Monte Carlo simulation trial. We recognize compensation expense on a straight-line basis over the derived service period and there is no ongoing adjustment or reversal based on actual achievement during the period. As of September 30, 2025, total unrecognized share-based compensation cost related to unvested performance based restricted stock units was $199 thousand, which is expected to be recognized over a weighted-average period of less than a year. Warrants The following table summarizes the activities for the Company’s warrants as of September 30, 2025:
Schedule of warrants outstanding |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | Number of Warrant Shares |  |  | Weighted- Average Exercise Price |  |  | Weighted - Average Remaining Contractual Term (in years) |  |  | Aggregate Intrinsic Value (in thousands)(1) |
Balance as of December 31, 2024 |  |  | 4,628,586 |  |  |  | 4.13 |  |  |  | 1.2 |  |  |  |  |
Issued |  |  | 1,461,896 |  |  |  | 4.00 |  |  |  |  |  |  |  |  |
Exercised |  |  | (1,461,896 | ) |  |  | 3.22 |  |  |  |  |  |  |  |  |
Expired |  |  | (3,073,379 | ) |  |  | 4.60 |  |  |  |  |  |  |  |  |
Balance as of September 30, 2025 |  |  | 1,555,207 |  |  | $ | 3.95 |  |  |  | 4.6 |  |  |  |  |
Exercisable as of September 30, 2025 |  |  | 1,555,207 |  |  | $ | 3.95 |  |  |  | 4.6 |  |  | $ | - |
| (1) | The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying warrants and the closing stock price of $0.89 for our common stock on September 30, 2025.
On January 13, 2025, the Company entered into a warrant inducement agreement with an institutional investor and holder of existing warrants to purchase up to 1,461,896 shares of our common stock. The existing warrants were originally issued on April 14, 2022, with an exercise price of $3.215 per share and became exercisable six months following issuance. The net proceeds from the warrant exercise was $4.3 million. In exchange for the investor’s exercise of the existing warrants, the Company issued new warrants to purchase an equal number of shares at an exercise price of $4.00 per share. The new warrants were immediately exercisable and have a contractual term of five and one-half years from the issuance date. The Company recognized the fair value of the new warrants using the Black-Scholes option pricing model. The fair value of the new warrants was estimated at $3,971 thousand. The transaction was treated as an equity issuance, and the fair value of the new warrants was recorded in additional paid-in capital. Direct transaction costs totaling approximately $352 thousand, including legal fees and placement agent commissions, were also recorded as a reduction to additional paid-in capital. On June 23, 2025, the Company’s warrants listed on Nasdaq under the symbol “VRMEW” (the “Uplist Warrants”) expired pursuant to the terms of the Form of Common Stock Purchase Warrant. On June 23, 2025, Nasdaq filed a Form 25 formalizing the suspension of the Uplist Warrants. The following table presents the assumptions used to estimate the fair value of the new warrants on January 13, 2025:
Schedule of assumptions used |  |
|  | January 13, 2025
Risk free interest rate |  | 4.34%
Expected life |  | 2.75 years
Expected volatility |  | 171%
Expected dividend |  | -
At-the-Market Equity Offering Program On March 6, 2025, the Company entered into an At-The-Market Sales Agreement (“ATM”) with Roth Capital Partners, LLC (“Roth”), pursuant to which the Company may issue and sell, from time to time, shares of its common stock up to an aggregate offering price of $15.8 million. Roth acts as the Company’s sales agent and is entitled to a 3.0% commission on gross proceeds from sales under the program. In connection with the ATM program, the Company incurred direct legal and audit fees totaling $150 thousand. These costs have been recorded as deferred offering costs within other current assets and will be reclassified to additional paid-in capital on a pro-rata basis as shares are issued. Deferred offering costs will be assessed for recoverability at each reporting period. If management determines that the ATM program is not probable to be utilized, the deferred costs will be expensed to general and administrative expenses. During the three and nine months ended September 30, 2025, and as of the date of this filing, we have not sold any shares of common stock through the ATM.

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