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Stock-based Payments
 9 Months Ended
Sep. 30, 2025
Share-Based Payment Arrangement [Abstract]  
Stock-based Payments

Note 4 – Stock-based Payments

 

Equity incentive Plans

 

2017 Stock Incentive Plan

 

On August 7, 2017, the Company’s stockholders approved, and the Company adopted the 2017 Stock Incentive Plan (“2017 Plan”). The 2017 Plan provides for the issuance of up to 2 shares of the Company’s Common Stock. As of September 30, 2025, grants of 15 shares of restricted stock have been issued pursuant to the 2017 Plan, and 0 shares of Common Stock remain available for issuance.

 

2018 Stock Incentive Plan

 

On December 7, 2018, the Company’s stockholders approved, and the Company adopted the 2018 Stock Incentive Plan (“2018 Plan”). On August 27, 2020, the 2018 Plan was modified to increase the total authorized shares available for future issuance. The 2018 Plan, as amended, provides for the issuance of up to 188 shares of the Company’s Common Stock. As of September 30, 2025, grants of RSUs and restricted stock to purchase 89 shares of Common Stock have been issued pursuant to the 2018 Plan, and 99 shares of Common Stock remain available for issuance.

 

2021 Stock Incentive Plan

 

On April 15, 2021, the Company’s stockholders approved, and the Company adopted the 2021 Stock Incentive Plan, (as amended the “2021 Plan”). The 2021 Plan provides for the issuance of up to 25,001 shares of the Company’s Common Stock. As of September 30, 2025, grants of RSUs and stock options to purchase 4,408 shares of Common Stock have been issued pursuant to the 2021 Plan, and 20,593 shares of Common Stock remain available for issuance.

 

Stock Options

 

The following table summarizes the activities for the Company’s stock options for the nine months ended September 30, 2025:

 

               Weighted     
               Average     
       Weighted   Weighted   Remaining     
   Number   Average   Average   Contractual   Aggregate 
   of   Exercise   Grant Date   Term   Intrinsic 
   Shares   Price   Fair Value   (years)   Value 
Balance at December 31, 2024   603   $4,902.19   $4,595.20    7.98   $     - 
Granted   2,250    18.32    18.32    9.55    - 
Exercised   -    -    -    -    - 
Forfeited   (34)   2,430.00    2,310.00    7.94    - 
Canceled/Expired   (78)   4,980.00    4,710.00    7.69    - 
Balance September 30, 2025   2,741    921.63    863.26    9.11   $- 
Exercisable as of September 30, 2025   2,741    921.63    863.26    9.11   $- 

 

The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the closing stock price of $4.15 for the Company’s Common Stock on September 30, 2025 and the closing stock price of $115.00 for the Company’s Common Stock on December 31, 2024.

 

During the three months ended September 30, 2025 and 2024, the Company recognized stock option expenses totaling $0 and $13,763, respectively. During the nine months ended September 30, 2025 and 2024, the Company recognized stock option expenses totaling $189,490 and $970,754, respectively.

 

The unamortized stock option expenses as of September 30, 2025 totaled $0.

 

 

Restricted Stock Units

 

On October 14, 2021, the Compensation Committee of the Board of Directors approved grants totaling 484 Restricted Stock Units to the Company’s then current six directors and then current seven key employees. Each RSU had a grant date fair value of $24,270.00 which will be amortized upon vesting into administrative expenses within the Consolidated Statement of Comprehensive Loss. Such RSUs were granted under the 2021 Plan. Vesting of each RSU is:

 

  ● One-third (33%) of each RSU will vest when the Company’s market capitalization is equal to or greater than $500,000,000 for at least ten trading days during any twenty (20) consecutive trading day period ending on or after December 15, 2021 and the fair market value of the Common Stock equals or exceeds $150.00 during such trading day period.
     
  ● One-third (33%) of each RSU will vest when the Company’s market capitalization is equal to or greater than $750,000,000 for at least ten trading days during any twenty (20) consecutive trading day period ending on or after December 15, 2021 and the fair market value of the Common Stock equals or exceeds $150.00 during such trading day period.
     
  ● The remaining awarded units will vest when the Company’s market capitalization is equal to or greater than $1,000,000,000 for at least ten trading days during any twenty (20) consecutive trading day period ending on or after December 15, 2021 and the fair market value of the Common Stock equals or exceeds $150.00 during such trading day period.
     
  ● In the event that (i) a change in control occurs or (ii) the participant incurs a termination of service by the Company without cause or due to the participant’s death or total and permanent disability, then all unvested units shall become vested units immediately upon the occurrence of such event.

 

As of September 30, 2025, none of the vesting milestones have been met.

 

During the three and nine months ended September 30, 2024, the Company converted 10 vested RSUs issued in September 2020 to a member of the Board of Directors, into 10 shares of Common Stock of the Company. Expenses related to these RSUs had been recognized by pre-merger Akers Biosciences, Inc. in 2021 and prior years.

 

The following is the status of outstanding unvested RSUs outstanding as of September 30, 2025 and the changes for the nine months ended September 30, 2025:

 

       Weighted 
       Average 
   Number of   Grant Date 
   RSUs   Fair Value 
Balance at December 31, 2024   484   $24,270.00 
Granted   -    - 
Vested   -    - 
Forfeited   -    - 
Canceled/Expired   -    - 
Balance at September 30, 2025   484   $24,270.00 

 

As of September 30, 2025, the unamortized value of the RSUs was $11,746,680.