XML 32 R19.htm IDEA: XBRL DOCUMENT v3.25.3
Equity-Based Compensation
9 Months Ended
Sep. 30, 2025
Share-Based Payment Arrangement [Abstract]  
Equity-Based Compensation

Note 13: Equity-Based Compensation

 

The 2018 Equity Incentive Plan, effective September 12, 2018, as amended and restated on August 19, 2019 (the “2018 Equity Incentive Plan”) authorizes the grant of (i) Incentive Stock Options, (ii) Nonstatutory Stock Options, (iii) Stock Appreciation Rights, (iv) Restricted Stock Awards, (v) Restricted Stock Unit Awards, (vi) Performance Stock Awards, (vii) Performance Cash Awards, and (viii) Other Stock Awards. After taking into account the 100:1 reverse stock split which was effective in June 12, 2025, a maximum of 4,632 shares of common stock were reserved for potential issuance pursuant to awards under the 2018 Equity Incentive Plan. The number of shares of the Company’s common stock available for grant and issuance under the 2018 Equity Incentive Plan is subject to an annual increase on July 1 of each calendar year, by an amount equal to two percent (2%) of the then outstanding shares of the Company’s common stock (the “2018 Plan Evergreen Provision”). On July 1, 2025, the number of shares of the Company’s common stock available for grant and issuance under the 2018 Equity Incentive Plan increased by 15,283 shares, respectively. As a result of the 2018 Plan Evergreen Provisions, a maximum of 19,915 shares of common stock is reserved for potential issuance pursuant to awards under the 2018 Equity Incentive Plan as of September 30, 2025. Unless sooner terminated, the 2018 Equity Incentive Plan will continue in effect for a period of 10 years from its effective date. During the fiscal year ended December 31, 2018, the Board of Directors issued 1,189,284 options to each employee, the officers and directors at the exercise price of $9.68 expiring in 10 years (270 options post reverse split). During the fiscal year ending December 31, 2019, 1,727,756 options were issued to each of these officers with an exercise price of $9.68 for a period of ten years with a vesting period of one year (392 options post reverse split). During the fiscal year ending December 31, 2020, 1,025,000 options were issued to each of these officers and directors with an exercise price range of $2.77 to $3.07 for a period of ten years with a vesting period of one year (10,250 options post reverse split). During the fiscal year ending December 31, 2021, 613,512 options were issued to officers, directors and consultants with an exercise price range of $1.11 to $1.71 for a period of ten years with a vesting period of one year (6,135 options post reverse split). During the fiscal year ending December 31, 2022, 850,000 options were issued to officers, directors and consultants with an exercise price range of $0.31 to $0.71 for a period of ten years with a vesting period of one year (8,500 options post reverse split). During the fiscal year ending December 31, 2023, 400,000 options were issued to officers with an exercise price of $0.47 for a period of ten years with a vesting period of one year (4,000 options post reverse split). There were no options issued during the fiscal year ending December 31, 2024 or during the nine months ended September 30, 2025. As part of the Company’s cash conservation strategy, the Company issued common stock as a substitute for cash salaries to certain executives and directors. During the fiscal year ending December 31, 2024, there were 202,669 shares issued related to the cash conservation program (2,026 shares post reverse split). During the nine months ended September 30, 2025, there were 424,225 shares issued related to the cash conservation program (4,242 shares post reverse split).

 

 

The fair value of each option and equity warrant award is estimated on the date of grant using a Black-Scholes-Merton option pricing valuation model. Expected volatility is based on the historical volatility of the price of the Company’s stock. The risk-free interest rate is based on U.S. Treasury issues with a term equal to the expected life of the option and equity warrant. The Company uses historical data to estimate expected dividend yield, expected life and forfeiture rates.

 

Stock options activity during the three months ended September 30, 2025, was as follows:

 

Stock option activity for employees:

Schedule of Stock Option Activity

 

   Number of
Options
   Weighted
Average
Exercise
Price
   Weighted
Average
Remaining
Contractual
Term
(Years)
   Aggregate
Intrinsic
Value
 
Outstanding June 30, 2025   24,063   $238.33    8.70   $ 
Granted                
Forfeited                
Expired                
Outstanding September 30, 2025   24,063   $238.33    8.70   $ 
Vested and expected to vest September 30, 2025   24,063   $238.33    8.70   $ 
Exercisable September 30, 2025   24,063   $156.62    7.26   $ 

 

Stock option activity for non-employees:

Schedule of Stock Option Activity

 

   Number of
Options
   Weighted
Average
Exercise
Price
   Weighted
Average
Remaining
Contractual
Term (Years)
   Aggregate
Intrinsic
Value
 
Outstanding June 30, 2025   8,850   $187.59    9.23   $ 
Granted                
Forfeited                
Expired                
Outstanding September 30, 2025   8,850   $187.59    9.23   $ 
Vested and expected to vest September 30, 2025   8,850   $187.59    9.23   $ 
Exercisable September 30, 2025   8,850   $161.71    9.51   $ 

 

Stock-based compensation expense was approximately $0 and $329,000 for the three months ended September 30, 2025, and 2024, resulting in an increase in general and administrative expenses, respectively.

 

 

Employee stock option activity during the nine months ended September 30, 2025, was as follows:

 

Stock option activity for employees:

 

   Number of
Options
   Weighted
Average
Exercise
Price
   Weighted
Average
Remaining
Contractual
Term
(Years)
   Aggregate
Intrinsic
Value
 
Outstanding January 1, 2025   24,076   $242.17    8.70   $ 
Granted                
Forfeited   (7)   2,771.48         
Expired   (6)   13,200         
Outstanding September 30, 2025   24,063   $238.33    8.70   $ 
Vested and expected to vest September 30, 2025   24,063   $238.33    8.70   $ 
Exercisable September 30, 2025   24,063   $156.62    7.26   $ 

 

Stock option activity for non-employees:

 

   Number of
Options
   Weighted
Average
Exercise
Price
   Weighted
Average
Remaining
Contractual
Term (Years)
   Aggregate
Intrinsic
Value
 
Outstanding January 1, 2025   8.850   $187.59    9.23   $ 
Granted                
Forfeited                
Expired                
Outstanding September 30, 2025   8,850   $187.59    9.23   $ 
Vested and expected to vest September 30, 2025   8,850   $187.59    9.23   $ 
Exercisable September 30, 2025   8,850   $161.71    9.51   $ 

 

Stock-based compensation expense was approximately $60,000 and $490,000 for the nine months ended September 30, 2025, and 2024, respectively.

 

As part of the Company’s cash conservation strategy, the Company issued common stock as a substitute for cash salaries to certain executives and directors. For the three and nine months ended September 30, 2025, stock issued as compensation totaled $0 and $60,000, respectively. For the three and nine months ended September 30, 2024, stock issued as payroll totaled $329,000 and $490,000, respectively. This compensation is included in the overall equity-based compensation expense.

 

On September 30, 2025, and 2024, respectively, there was approximately $0 and $53,400 of unrecognized equity-based compensation cost related to options granted under the Equity Incentive Plan.