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Stock Based Compensation

12 Months Ended

Dec. 31, 2024

Stock Based Compensation [Abstract]

STOCK BASED COMPENSATION

NOTE 13: STOCK BASED COMPENSATION

Equity plans

Under the 2018 Equity Plan, the number of shares issuable under the Plan on the first day of each fiscal year increase by an amount equal to the lower of (i) 100,000 shares (after a later 10 for 1 stock split) or (ii) 5% of the outstanding shares on the last day of the immediately preceding fiscal year. As of December 31, 2024, there were no shares issuable under the 2018 Equity Plan.

At the Company’s annual meeting on May 17, 2023, the stockholders approved an amendment to the 2021 Equity Plan that, amongst other things, increased the number of shares available under the 2021 Equity Plan to 10,000,000 shares. In addition, the shares available under the 2021 Equity Plan increased by 1,000,000 shares on January 1, 2024 to 11,000,000. Upon review of the previously granted shares in previous years and the availability of shares, on April 9, 2024, the Board of Directors approved the 2024 Omnibus Equity Plan (the “2024 Plan”) which will provide an initial 10,000,000 shares of Common Stock available for grant per the terms of the 2024 Plan and provides alignment with long-term stockholder value creation. The 2024 Plan also provides for annual automatic increases in the number of shares of Common Stock reserved for issuance under the Plan. The 2024 Plan was approved by the stockholders at the Company’s annual general meeting held on June 12, 2024. The 2024 Plan replaced and succeeded the Company’s 2018 Equity Incentive Plan and 2021 Equity Incentive Plan. The 2024 Plan provides that awards issued under the 2024 Plan, the 2018 Plan or the 2021 Plan that expire, lapse or are terminated, surrendered or canceled without having been fully exercised or are forfeited in whole or in part, in any case in a manner that results in any share of Common Stock covered by such award being reacquired by the Company or otherwise not being issued, such share of Common Stock shall again be available for the grant of awards under the 2024 Plan. Further, shares of Common Stock delivered (either by actual delivery or attestation) to the Company by a participant to (1) satisfy the applicable exercise or purchase price of an award, and/or (2) satisfy any applicable tax withholding obligation, in each case, shall be added to the number of shares of Common Stock available for the grant of awards under the 2024 Plan.

As of December 31, 2024, the number of shares allocated and available under the 2024 Plan were 9,936,785 shares and 63,215 shares, respectively.

The Company recognized stock-based compensation expense during the year ended December 31, 2024 and 2023, as follows:

		December 31,
		2024				2023
Performance-based restricted stock awards*		$	81,984			$	(423,360	)
Service-based restricted stock awards			12,655,884				7,522,436
Stock issued to consultants			100,000				307,069
Common Stock warrant expense			-				1,835,166
Option expense			1,227,015				1,593,527
Total stock-based compensation		$	14,064,883			$	10,834,838

*

The performance-based restricted stock awards contain reversal of share-based payment expenses from 2021 onwards for forfeited awards due to staff departures.

Performance-based awards

Performance-based awards generally vest over a three-year performance period upon the successful completion of specified market and performance conditions.

The following table presents a summary of the Company’s performance-based restricted stock awards activity:

		Number of shares				Weighted Average Remaining Contractual Life (in years)
Outstanding as of December 31, 2023			75,545				8.58
Exercised			-				-
Expired/forfeited			(3,444	)			-
Outstanding as of December 31, 2024			72,101				7.56
Exercisable as of December 31, 2024			61,617				6.48

Service-based restricted stock awards

Service-based awards generally vest over a one-year service period or as otherwise defined.

The following table presents a summary of the Company’s service-based awards activity:

		Number of shares				Weighted Average Remaining Contractual Life (in years)
Outstanding as of December 31, 2023			5,242,393				2.28
Issued			12,480,531				-
Exercised			(2,147,649	)			-
Forfeited/cancelled			(1,396,817	)			-
Outstanding as of December 31, 2024			14,178,458				1.30
Exercisable as of December 31, 2024			16,804				0.01

As of December 31, 2024, there was approximately $17.71 million of unrecognized compensation cost related to the service-based restricted stock awards, which is expected to be recognized over a remaining weighted-average vesting period of approximately three years.

Stock options awards

Stock options awards vest upon the successful completion of specified market conditions.

The following table presents a summary of the Company’s Stock options awards activity:

		Number of shares				Weighted Average Exercise Price				Weighted Average Remaining Contractual Life (in years)				Aggregate Intrinsic Value
Outstanding as of December 31, 2023			3,500,417			$	1.23				9.70			$	6,923,000
Issued			1,750,000				0.79				-				-
Cancelled			(1,750,000	)			0.94				-				-
Outstanding as of December 31, 2024			3,500,417			$	1.07				9.20			$	-
Exercisable as of December 31, 2024			417			$	-				-			$	-

As of December 31, 2024, there was no unrecognized compensation cost related to the stock options awards. The weighted-average grant date fair value of options issued in 2024 was $1.16.