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Executive Compensation Agreements
3 Months Ended
Mar. 31, 2026
Executive Compensation Agreements  
Executive Compensation Agreements

12. Executive Compensation Agreements

 

Restricted Stock Units

 

On March 31, 2025, the Company entered into five-year employment agreements with its Chief Executive Officer and Chief Financial Officer, which included grants of restricted stock units (“RSUs”) subject to both performance-based and time-based vesting conditions. The fair value of each RSU was determined based on the fair value of the Company’s common stock on the grant date.

 

In February 2026, the Company entered into additional agreements with its CEO and CFO to update the performance-based targets for the year ended December 31, 2026. For the year ended December 31, 2026, the performance-based RSU grant consisted of 37,500 units in total, with a grant-date fair value of $65,625, which vest on December 31, 2026, contingent upon the achievement of specified performance targets. For the year ended December 31, 2025, the performance-based RSU grant consisted of 37,500 units in total, with a grant-date fair value of $71,250, which vest on December 31, 2025, contingent upon the achievement of specified performance targets. As of March 31, 2026, the Company determined that none of these RSUs are probable of vesting and is not recognizing compensation expense for those units.

 

The time-based RSU grant from March 2025 consisted of 10,000 units, which vest in five equal annual installments of 2,000 RSUs each on December 31 of each year from 2025 through 2029. The aggregate grant-date fair value of the time-based RSUs was $19,000. The Company is recognizing compensation expense for these RSUs on a straight-line basis over the 57-month vesting period beginning April 1, 2025.

 

For the three months ended March 31, 2026 and 2025, the Company recognized $1,000 and $0 of stock-based compensation expense related to RSUs, respectively.

 

As of March 31, 2026, the Company had a total of $16,000 of unrecognized compensation expense related to RSUs related to time-based RSUs, which is being recognized on a straight-line basis over the remaining vesting period ending December 31, 2029.

 

In addition, the Company has not recognized any compensation expense for 37,500 performance-based RSUs with a grant-date fair value of $65,625, as the related performance conditions were not considered probable of achievement as of March 31, 2026.

 

Cash Performance Awards

 

The February 2026 employment agreements with the Company’s CEO and CFO also include cash performance awards payable on December 31, 2026, contingent upon the achievement of certain financial and operational performance targets. As of March 31, 2026, the Company determined that a portion of the performance conditions were probable of being met and recognized $2,070 of compensation expense during the three months ended March 31, 2026. The maximum potential combined payout under these awards is $460,000.