Note 10— Stock Based Compensation Plan

The Company’s share-based compensation plan, approved by stockholders on June 17, 2025 (“2025 Plan”), provides for the grant of share-based awards in the form of incentive stock options, non-incentive stock options, restricted stock awards and restricted stock units to directors and employees. The Company reserved 425,000 shares of voting common stock for issuance under the 2025 Plan, of which 381,863 was available for grant in future periods as of March 31, 2026. Stock options to be granted under the 2025 Plan typically vest over five years and expire 10 years from the grant date. Under the 2025 Plan, the exercise price of options may not be less than 100% of fair market value at the grant date with a maximum term for an option award of 10 years from the grant date. The Company’s

Compensation Committee administers the 2025 Plan and has the authority to determine the terms and conditions of each award thereunder.

The Company’s previous share-based compensation plan, the 2015 Stock Option Plan (“2015 Plan”), provided for the grant of share-based awards in the form of incentive stock options, non-incentive stock options, restricted stock and restricted stock units to directors and employees. The 2015 Plan provided for awards of up to 976,211 shares of voting common stock. The 2015 Plan expired on April 28, 2025 and was replaced by the 2025 Plan. Share-based awards outstanding prior to April 28, 2025 were granted under the 2015 Plan and are subject to the provisions of the 2015 Plan.

There were no options granted during the three months ended March 31, 2026 and March 31, 2025. The Company had no outstanding options as of March 31, 2026.

The Company did not record any share-based compensation expense applicable to the Company’s share-based compensation plans for stock options during the three months ended March 31, 2026 and March 31, 2025.  

The table below provides a summary of the restricted stock award activity for the three months ended March 31, 2026.

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Compensation expense for restricted stock grants is recognized over the vesting period of the awards based on the fair value of the Company’s voting common stock at issue date. The fair value of the stock was determined using the closing stock price on the day of grant. The restricted stock grants vest over two to five years. The Company awarded restricted stock grants for 1,250 shares of common stock during the three months ended March 31, 2025.

Share-based compensation expense applicable to the Company’s share-based compensation plans for restricted stock grants was $141 thousand and $118 thousand for the three months ended March 31, 2026 and March 31, 2025, respectively. The total fair value of the shares, which vested during the three months ended March 31, 2026 and March 31, 2025, was $32 thousand and $50 thousand, respectively.

Unrecognized share-based compensation expense related to nonvested restricted stock grants amounted to $1.3 million as of March 31, 2026. This amount is expected to be recognized over a weighted-average period of 2.00 years.