v3.25.1
Note 12 - Share-based Compensation
3 Months Ended
Mar. 31, 2025
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

12.         Share-Based Compensation

 

Amended and Restated 2019 Omnibus Incentive Plan (2019 Plan)

 

The 2019 Plan permits the Board, or a committee or subcommittee thereof, to grant to the Company’s eligible employees, non-employee directors and certain consultants non-statutory and incentive stock options, stock appreciation rights, restricted stock awards, restricted stock units (RSUs), deferred stock units (DSUs), performance awards, non-employee director awards and other share-based awards. We grant options to purchase common shares under the 2019 Plan at no less than the fair market value of the underlying common shares as of the date of grant. Options granted to employees and non-employee directors have a maximum term of ten years and generally vest over one to four years. Options granted to non-employees have a maximum term of five years and generally vest over one year. Subject to adjustment as provided in the 2019 Plan, the maximum number of the Company’s common shares authorized for issuance under the 2019 Plan is 7,000,000 shares. As of March 31, 2025, options to purchase an aggregate of 4,062,932 common shares were outstanding, 304,724 common shares were reserved for issuance upon settlement of DSUs and 11,410 shares were reserved for issuance upon the vesting and settlement of RSUs and 2,450,859 shares remained available for issuance.

 

2021 Employment Inducement Incentive Plan (2021 Inducement Plan)

 

The 2021 Inducement Plan permits the Board, or a committee or subcommittee thereof, to grant of non-statutory options, stock appreciation rights, restricted stock awards, restricted stock units, performance awards and other share-based awards, to new employees who satisfy the standards for inducement grants under Nasdaq Listing Rule 5635(c)(4) or 5635(c)(3), as applicable. The Inducement Plan has a term of 10 years. The share reserve under the Inducement Plan may be increased at the discretion of and approval by the Board. As of March 31, 2025, options to purchase an aggregate of 590,000 common shares were outstanding under the Inducement Plan and 357,500 shares remained available for issuance.

 

Prior Stock Option Plan

 

The Company’s prior stock option plan was terminated by the Board of Directors in conjunction with the shareholder approval of the 2019 Plan. Awards outstanding under the Prior Plan remain outstanding in accordance with and pursuant to the terms thereof. Options granted under the Prior Plan have terms similar to those used under the 2019 Plan. As of March 31, 2025, options to purchase an aggregate of 398,410 common shares were outstanding.

 

Prior Deferred Stock Unit Plan

 

The Company’s prior deferred stock unit plan was terminated by the Board of Directors in conjunction with the shareholder approval of the 2019 Plan. Awards outstanding under the Prior DSU Plan remain outstanding in accordance with and pursuant to the terms thereof. As of March 31, 2025, there were 17,333 common shares reserved for issuance upon settlement of DSUs outstanding.

 

Share-based compensation expense for each of the periods presented is as follows (in thousands):

 

   

Three Months Ended

March 31

 
   

2025

   

2024

 

General and administrative

    678       293  

Research and development

  $ 189     $ 195  

Total share-based compensation

  $ 867     $ 488  

 

We recognize share-based compensation for options awards based on the fair value of each award as estimated using the Black-Scholes option valuation model. Ultimately, the actual expense recognized over the vesting period will only be for those options that actually vest.

 

A summary of option activity is as follows (in thousands except share and per share amounts):

 

   

Shares

Underlying

Options

   

Weighted

Average Exercise

Price Per Share

   

Aggregate

Intrinsic Value

 

Balances at December 31, 2024

    4,692,438     $ 3.33     $ 10,243  

Granted

    453,529       5.69          

Forfeitures

    (57,625 )     2.46          

Exercised

    (37,000 )     2.52          

Balances at March 31, 2025

    5,051,342     $ 3.56     $ 3,517  

 

Information about stock options outstanding, vested and expected to vest as of March 31, 2025, is as follows:

   

Outstanding, Vested and Expected to Vest

   

Options Vested and Exercisable

 

Per Share Exercise Price

 

Shares

   

Weighted Average

Remaining

Contractual Life

(Years)

   

Weighted Average

Exercise Price

   

Options

Exercisable

   

Weighted Average

Remaining

Contractual Life

(Years)

 

$1.00

- $1.99     199,193       7.9     $ 1.60       100,692       7.9  

$2.00

- $2.99     2,877,520       7.6       2.73       1,191,425       6.7  

$3.00

- $3.99     311,893       5.5       3.50       211,893       3.7  

$4.00

- $4.99     797,182       5.1       4.52       677,182       4.3  

$5.00

- $10.00     865,554       7.8       5.92       359,794       5.2  
          5,051,342       7.1     $ 3.56       2,540,986       5.6