Stock-Based Compensation |
6.
Stock-Based Compensation
Between
April 19, 2022 and September 21, 2022, the Company granted 3,675,000
restricted stock units (“RSUs”). These
units vested 20% of one-half of the total number of RSUs, by each individual person, on the thirteenth (13) month anniversary,
October 20, 2024, of the listing of the Class A Shares on a United States national exchange, then vesting would be at a rate of 10%
of one-half the number of RSUs each six months after the date of the initial vesting, until the last vesting on the fifth year
anniversary of the date of grant, at which any previously unvested would fully vest. These RSUs were granted to officers, directors,
employees, and contractors. These RSU began to vest upon the completion of the initial public offering by the Company on September
20, 2023, compensation expense related to these RSUs has been recorded. The Company will be expensing the RSUs based on the average
expense over the vesting period. In 2024 an additional 295,000
RSUs were granted, 320,000
RSUs were either canceled or forfeited, and 655,000
RSUs vested. The total unrecognized compensation expense based on the shares price sold in the private placement as of March 31,
2025 was $21,208,270.
During the three months ended March 31, 2025 5,000
RSUs were canceled due to holder leaving the Company.
On
April 19, 2022 the Company granted 2,000,000
restricted stock units (“RSUs”). These
units will vest 20% of one-half of the total number of RSUs, by each individual person, starting on the thirteenth (13) month
anniversary of the listing of the Class A Shares on a United States national exchange, October 20, 2024, when a Class A Share has
traded in the market on which the Class A Shares are listed for any 90 consecutive calendar days at an average price of $20.00 or
more during the period commencing the date of grant and prior to the five year anniversary of the date of grant, with an average
monthly trading volume of 2,000,000 Class A Shares or more during the 90 consecutive calendar day period, or a Class A Shares
has traded in the market on which the Class A Shares are listed for any 90 consecutive calendar days at an average price of $25.00
or more during the period commencing the date of grant and prior to the five year anniversary of the date of grant; provided
further, that if there is a distribution of cash, stock or other property by the Company on the Class A Shares, then the foregoing
average amounts of $20.00 or $25.00 will be reduced, from time to time, by the value of any one or more per share distributions
after the date of grant until vested. As these RSUs did not begin to vest until the completion of an initial public offering,
which was completed on September 20, 2023, by the Company, which was outside of the control of the Company, compensation expense
related to these RSUs has been recorded. The estimated unrecognized compensation expense for performance/market vesting RSUs is
$9,053,873.
A
summary of restricted stock unit activity during the three-months ended March 31, 2025 and 2024 is presented below:
Summary
of Restricted Stock Unit, Time Based and Performance Based Activity
|
|
Time-Based |
|
|
Performance-Based |
|
|
|
Number
of Restricted Stock Units |
|
|
Weighted
Average Grant Date Fair Value |
|
|
Number
of Restricted Stock Units |
|
|
Weighted
Average Grant Date Fair Value |
|
Restricted
stock units outstanding at March 31, 2024 |
|
|
3,675,000 |
|
|
$ |
10.00 |
|
|
|
2,000,000 |
|
|
$ |
7.91 |
|
Granted |
|
|
295,000 |
|
|
$ |
8.71 |
|
|
|
- |
|
|
|
- |
|
Exercised |
|
|
(655,000 |
) |
|
$ |
10.00 |
|
|
|
- |
|
|
|
- |
|
Expired/Cancelled |
|
|
(320,000 |
) |
|
$ |
9.73 |
|
|
|
- |
|
|
|
- |
|
Restricted
stock units outstanding at December 31, 2024 |
|
|
2,995,000 |
|
|
$ |
9.90 |
|
|
|
2,000,000 |
|
|
$ |
7.91 |
|
Granted |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Exercised |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Expired/Cancelled |
|
|
(5,000 |
) |
|
|
9.15 |
|
|
|
- |
|
|
|
- |
|
Restricted
stock units outstanding at March 31, 2025 |
|
|
2,990,000 |
|
|
$ |
9.90 |
|
|
|
2,000,000 |
|
|
$ |
7.91 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted
stock units at March 31, 2024 |
|
|
- |
|
|
$ |
- |
|
|
|
- |
|
|
$ |
- |
|
Restricted
stock units at March 31, 2025 |
|
|
655,000 |
|
|
$ |
10.00 |
|
|
|
- |
|
|
$ |
- |
|
|