v3.26.1
Stock-Based Compensation
3 Months Ended
Mar. 31, 2026
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation

Note 8. Stock-Based Compensation

 

The Company has long-term compensation plans that permit the granting of equity-based awards in the form of stock options, restricted stock, restricted stock units, stock appreciation rights, other stock awards, and performance awards.

 

At the 2018 Annual Stockholders Meeting of the Company (“ASHM”) held on May 15, 2018, stockholders approved the Imunon, Inc. 2018 Stock Incentive Plan (the “2018 Plan”). The 2018 Plan, as originally adopted, permitted the granting of 12,000 shares of Imunon common stock as equity awards in the form of incentive stock options, nonqualified stock options, restricted stock, restricted stock units, stock appreciation rights, other stock awards, performance awards, or in any combination of the foregoing.

 

Stockholders have since approved amendments to the 2018 Plan at the 2019 ASHM held on May 14, 2019, the 2020 ASHM held on June 15, 2020, the 2021 ASHM held on June 10, 2021, the 2023 ASHM held on June 14, 2023, and at the 2025 ASHM held on July 11, 2025. As of December 31, 2025, a total of 264,665 awards have been approved by the Company’s shareholders for issuance under the 2018 Plan, as amended. There are also 339 awards remaining under prior plans. Following is a schedule of the stock awards approved to the 2018 Plan, as amended:

 Schedule of 2018 Ashm Plan Amendments

Shareholder

Approval Event

 

2018 Plan (as adopted

and amended)

 

Number of

awards approved

 

Cumulative

Awards Approved

2018 ASHM  2018 Plan Adoption  12,000  12,000
2019 ASHM  Amendment #1  5,333  17,333
2020 ASHM  Amendment #2  11,111  28,444
2021 ASHM  Amendment #3  34,222  62,666
2023 ASHM  Amendment #4  68,666  131,332
2025 ASHM  Amendment #5  133,333  264,665

 

The Company has issued stock awards to employees and directors in the form of stock options and restricted stock. Options are generally granted with strike prices equal to the fair market value of a share of Imunon common stock on the date of grant. Incentive stock options may be granted to purchase shares of common stock at a price not less than 100% of the fair market value of the underlying shares on the date of grant, provided that the exercise price of any incentive stock option granted to an eligible employee owning more than 10% of the outstanding stock of Imunon must be at least 110% of such fair market value on the date of grant. Only officers and key employees may receive incentive stock options.

 

 

Option and restricted stock awards vest upon terms determined by the Compensation Committee of the Board of Directors and are subject to accelerated vesting in the event of a change of control or certain terminations of employment. The Company issues new shares to satisfy its obligations from the exercise of options or the grant of restricted stock awards.

 

Total compensation cost related to stock options and restricted stock awards was approximately $0.6 million and $0.2 million the three-months ended March 31, 2026 and 2025, respectively. Of these amounts, approximately $0.2 million and $0.1 million was charged to research and development expenses for the three-month ended March 31, 2026, and 2025, respectively, and approximately $0.4 million and $0.2 was charged to general and administrative expenses for the three-months ended March 31, 2026, and 2025, respectively.

 

A summary of stock option awards and restricted stock grants, inclusive of awards granted under the 2018 Stock Plan and Inducement Option Grants for the three-months ended March 31, 2026 is presented below:

 

  

   Stock Options   Restricted Stock Awards  

Weighted

Average

 
  

Options

Outstanding

  

Weighted

Average

Exercise

Price

  

Non-vested

Restricted

Stock

Outstanding

  

Weighted

Average

Grant

Date

Fair Value

  

Contractual

Terms of

Equity

Awards

(in years)

 
Equity awards outstanding at January 1, 2026   18,695   $15.68               -   $           -                
                          
Equity awards granted   242,364   $3.95    -   $-      
                          
Equity awards terminated   -   $-    -   $-      
                          
Equity awards outstanding at March 31, 2026   261,059   $4.79    -   $-    9.7 
                          
Equity awards exercisable at March 31, 2026   131,930   $5.31              9.7 
                          
Aggregate intrinsic value of equity
awards exercisable at March 31, 2026
  $-                     

 

As of March 31, 2026, there was $0.4 million of total unrecognized compensation cost related to non-vested stock-based compensation arrangements. That cost is expected to be recognized over a period of 1.2 years. The weighted average grant date fair values of the stock options granted were $3.74 during the three-month period ended March 31, 2026.

 

The fair values of stock options granted were estimated at the date of grant using the Black-Scholes option pricing model. The Black-Scholes model was originally developed for use in estimating the fair value of traded options, which have different characteristics from the Company’s stock options. The model is also sensitive to changes in assumptions, which can materially affect the fair value estimate. The Company used the following assumptions for determining the fair value of options granted under the Black-Scholes option pricing model:

 

  

For the Three Months Ended

March 31,

 
   2026   2025 
Risk-free interest rate   4.19%   4.31 to 4.55 %
Expected volatility   122.97%   110.74 to 115.63%
Expected life (in years)   9.0    9.0 to 10.0  
Expected dividend yield   0.0%   0.0%

 

Expected volatilities utilized in the model are based on historical volatility of the Company’s stock price. The risk-free interest rate is derived from values assigned to U.S. Treasury bonds with terms that approximate the expected option lives in effect at the time of grant.