Note 6 – Stock-based Compensation

The Company grants certain employees and board members stock option awards where vesting is contingent upon a service period, as it believes that such awards better align the interests of its employees with those of its shareholders. Stock option awards are granted with an exercise price equal to or above the market price of the Company’s stock at the date of grant. Certain stock option awards provide for accelerated vesting if there is a change in control, as defined in the Nonstatutory Stock Option Agreement. Unvested stock options forfeit when an employee leaves the Company.

Time-based grants generally vest quarterly based on 3 years continuous service for executive directors and employees, or 12 months continuous service for directors and have 10-year contractual terms. The Company also grants stock option awards where vesting is contingent upon meeting various departmental and company-wide performance goals, including FDA and CE Mark regulatory approval and certain EBITDA and funding thresholds. Such performance-based stock options are expected to vest when the performance criteria and metrics have been met. These stock options have contractual lives of ten years.

2023 Equity Incentive Plan

On March 15, 2023, the Company's Board of Directors adopted the 2023 Equity Incentive Plan (as amended, the “Equity Incentive Plan”). The Company's shareholders approved the Equity Incentive Plan at the Company's 2023 annual shareholder meeting held on January 17, 2024. The Equity Incentive Plan provides for the grant of nonstatutory stock options, incentive stock options, restricted stock, restricted stock units, performance units, performance shares, and other share-based awards. On November 27, 2023, the Company's Board of Directors approved and entered into Amendment No. 1 to the Equity Incentive Plan to increase the initial number of shares issuable under the Plan from 25,000 shares to 85,000 shares.

The number of shares available for issuance under the Equity Incentive Plan is subject to automatic increase on the first day of each fiscal year beginning May 1, 2024, so that the number of shares available for issuance under the Equity Incentive Plan is equal to the lessor of: (i) twenty five percent (25%) of the total number of shares of all classes of Common Stock and preferred stock as converted to Common Stock of the Company outstanding on the last day of the immediately preceding fiscal year, and (ii) a lessor number of shares determined by the administrator.

The Company's shareholders approved the Equity Incentive Plan at the annual shareholder meeting held on January 17, 2024.

During the year ended April 30, 2025 and 2024, the Company granted 155,000 and 8,000 shares of time-based stock option awards to employees, non-employee directors, and consultants under the Equity Incentive Plan.

On April 7, 2025, the Company entered into stock option cancellation agreements with certain officers and directors of the Company, to cancel an aggregate of 2,596 performance-based stock options.

As of April 30, 2025, there was approximately $0.2 million of unrecognized compensation costs related to non-vested performance-based common stock options and approximately $0.4 million of unrecognized compensation costs related to non-vested service-based common stock options.