EQUITY BASED COMPENSATION

9 Months Ended

Sep. 30, 2025

EQUITY BASED COMPENSATION

EQUITY BASED COMPENSATION

NOTE 9 – EQUITY BASED COMPENSATION

The Company maintains certain stock-based compensation plans that were approved by the Company’s shareholders and are administered by the Compensation Committee of the Company’s Board of Directors. The stock-based compensation plans provide for the granting of stock options, time and performance based restricted stock units (RSU’s), among other awards to employees, non-employee directors, consultants, and service providers. As of September 30, 2025, the Company had available 5,197,545 shares remaining for future awards under its Omnibus Incentive Plans.

Compensation Expense – The Company recognized the following compensation costs, net of actual forfeitures, related to restricted stock units (“RSUs”) and stock options:


		Three Months Ended						Nine Months Ended
		September 30,						September 30,
		2025			2024			2025			2024
Sales, general, and administrative		$	85		$	17		$	193		$	193
Cost of goods sold			1			—			18			—
Research and development			6			(21)			14			40
Total equity based compensation		$	92		$	(4)		$	225		$	233

Restricted Stock Units – We typically grant RSUs to employees and non-employee directors. The following table summarizes the changes in unvested RSUs from January 1, 2025 through September 30, 2025.


		Unvested RSUs
				Weighted
				Average
		Number of		Grant-date
		Shares		Fair Value
				$ per share
Unvested at January 1, 2025		—		$	—
Granted		6,946			46.23
Unvested at March 31, 2025		6,946		$	46.23
Unvested at June 30, 2025		6,946		$	46.23
Granted		2,118			1.81
Forfeited		(440)			46.23
Unvested at September 30, 2025		8,624		$	35.32

As of September 30, 2025, unrecognized compensation expense for RSUs amounted to $243 which is expected to be recognized over a weighted average period of approximately 2.4 years.

Stock Options – Our outstanding stock options were valued using the Black-Scholes option-pricing model on the date of the award. A summary of the status of stock options activity since January 1, 2025 and at September 30, 2025 is as follows:


							Weighted
				Weighted			Average
				Average			Remaining			Aggregate
		Number of		Exercise			Contractual			Intrinsic
		Options		Price			Term			Value
				$ per share
Outstanding at January 1, 2025		—		$	—					$	—
Granted		20,822			46.23						—
Outstanding at March 31, 2025		20,822		$	46.23		10.0	years		$	—
Outstanding at June 30, 2025		20,822		$	46.23		9.7	years		$	—
Granted		6,357		$	1.81						—
Forfeited		(1,318)			46.23						—
Outstanding at September 30, 2025		25,861		$	35.31		9.6	years		$	—
Exercisable at September 30, 2025		—		$	—		—	years		$	—

The intrinsic value of a stock option is the amount by which the current market value or the market value upon exercise of the underlying stock exceeds the exercise price of the option.

As of September 30, 2025, unrecognized compensation expense for stock options amounted to $643, which is expected to be recognized over a weighted average period of approximately 2.3 years.

The weighted average of fair value assumptions used in the Black-Scholes option-pricing model for such grants were as follows:


		2025
Grant date fair value		$31.61
Risk-free interest rate ⁽¹⁾		3.99	%
Expected dividend yield ⁽²⁾		—	%
Expected volatility ⁽³⁾		115.88	%
Expected term of stock options ⁽⁴⁾		6.17	years

⁽¹⁾The risk-free interest rate is based on the period matching the expected term of the stock options based on the U.S. Treasury yield curve in effect on the grant date.
⁽²⁾The expected dividend yield is assumed as zero. The Company has never paid cash dividends nor does it anticipate paying dividends in the foreseeable future.
⁽³⁾The expected volatility is based on historical volatility of the Company’s stock.
⁽⁴⁾The expected term represents the period of time that options granted are expected to be outstanding based on vesting date and contractual term.