v3.25.1
Stock-Based Compensation
3 Months Ended
Mar. 31, 2025
Share-Based Payment Arrangement [Abstract]  
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:

 

    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       -     $ -