Stock-Based Compensation

As of March 31, 2026, there was an aggregate of 1,280,971 shares of common stock available for issuance under the Company’s equity incentive plans, including 645,103 shares available for future grants under the Company’s 2021 Incentive Award Plan, 178,953 shares available for future grants under the Company’s 2022 Equity Incentive Plan, as amended, and 456,915 shares available for future grants issuance under the Company’s 2024 Inducement Incentive Award Plan. Refer to Note 7 – “Stock-Based Compensation" to the Company's consolidated financial statements from the Form 10-K for the discussion of the Company's equity incentive plans.

The following table summarizes information and activity related to the Company’s stock options for the three months ended March 31, 2026:


	Number of Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)	Total Intrinsic Value (in thousands)
Outstanding as of December 31, 2025	2,621,203	$	13.50	6.9	$	5,057
Options granted	524,793	8.13
Options exercised	(20,431)	4.93
Forfeited (unvested)	(2,347)	4.51
Outstanding as of March 31, 2026	3,123,218	$	12.66	7.2	$	11,552
Options vested and exercisable	1,574,201	$	18.04	5.4	$	6,140

The aggregate intrinsic value in the above table is calculated as the difference between the estimated fair value of the Company's common stock and the exercise price of the stock options. 524,793 stock options were granted during the three months ended March 31, 2026. The weighted average grant date fair value per share for the stock option grants during the three months ended March 31, 2026 was $6.73. As of March 31, 2026, the total unrecognized compensation expense related to unvested stock option awards granted was $8.1 million, which the Company expects to recognize over a weighted-average period of approximately 3.2 years.

The fair value of each option is estimated on the date of grant using a Black-Scholes option pricing model with the assumptions noted in the table below. The fair value of an award with only a service condition is amortized as compensation expense on a straight-line basis over the requisite service period of the award, which is generally the vesting period. Compensation cost of awards that contain a performance condition are recognized when success is considered probable during the performance period. The Company has elected to account for forfeitures as they occur, rather than estimating the number of awards that are expected to vest. The risk-free interest rate is estimated using the weighted average rate of return on U.S. Treasury notes with a life that approximates the expected life of the option. The expected term of options granted to employees was calculated using the simplified method, which represents the average of the contractual term of the option and the weighted average vesting period of the option. The Company uses the simplified method because it does not have sufficient historical option exercise data to provide a reasonable basis upon which to estimate expected term. The contractual life of the option was used for the expected life of options granted to non-employees. Expected volatility is based on the weighted average of the historical volatility of a peer group of publicly traded companies, using the daily closing prices during the equivalent period of the calculated expected term of stock-based awards. The Company will continue to apply this process until a sufficient amount of historical information regarding the volatility of the Company’s common stock price becomes available, or until circumstances change, such that the identified entities are no longer comparable companies. The assumed dividend yield is based upon the Company's expectation of not paying dividends in the foreseeable future.

The fair value of each employee and non-employee stock option grant was estimated on the date of grant using Black-Scholes based on the following weighted average assumptions.


Options	Three months ended March 31,
	2026		2025
Risk-free interest rate	3.9	%	4.4%
Expected dividend yield	0.0	%	0.0	%
Expected term in years	6.1		6.1
Expected volatility	105.4	%	106.9%

Restricted Stock Units

The following table summarizes information and activity related to the Company’s restricted stock units (“RSUs”) for the three months ended March 31, 2026:


	Number of Restricted Stock Units	Weighted Average Grant Date Fair Value
Unvested as of December 31, 2025	—	$	—
RSUs granted	235,234	8.10
RSUs vested	—	—
RSUs forfeited	—	—
Unvested as of March 31, 2026	235,234	$	8.10

As of March 31, 2026, the total unrecognized compensation expense related to unvested restricted stock units was $1.8 million, which the Company expects to recognize over a weighted-average period of approximately 3.8 years.

Stock-based Compensation Expense

The following table summarizes total stock-based compensation expense, which includes expense related to stock options and RSUs, as recorded in the condensed consolidated statements of operations (in thousands):


	Three Months Ended March 31,
	2026		2025
Research and development	$	350	$	288
General and administrative	518		229
Total	$	868	$	517

Employee Stock Purchase Plan

In January 2021, the board of directors of Angion approved the Employee Stock Purchase Plan (the “ESPP”). The ESPP was effective on the date immediately prior to the effectiveness of Angion's registration statement relating to Angion’s initial public offering. The offering period and purchase period were determined by Angion’s board of directors. In February 2026, Elicio amended and restated the ESPP, and filed the amended and restated ESPP as an exhibit to the Annual Form 10-K on March 12, 2026. No offering periods or purchasing periods were active as of March 31, 2026. As of March 31, 2026, 453,312 shares remained available for purchase under the ESPP and no offerings have been authorized.