v3.26.1
Note 10 - Stock-Based Compensation
3 Months Ended
Mar. 31, 2026
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation

10. Stock-Based Compensation

On November 14, 2023, the stockholders of the Company approved and adopted the 2023 Omnibus Incentive Plan (the “2023 Plan”). On March 17, 2026, the stockholders of the Company approved and adopted the 2026 Omnibus Incentive Plan (the “2026 Plan”) (together with the 2023 Plan referred to as the “Equity Plans”), which replaces the 2023 Plan with respect to new grants by the Company. Shares available for grant under the 2026 Plan consist of 2,500,000 shares of common stock plus (i) any shares remaining available for grant under the 2023 Plan (2,816,539 shares as of March 31, 2026), (ii) unexercised shares subject to appreciation awards (i.e. stock options or other stock-based awards based on the appreciation in value of a share of the Company’s common stock) granted under the 2023 Plan that expire, terminate, or are canceled for any reason without having been exercised in full, and (iii) shares subject to awards that are not appreciation awards granted under the 2023 Plan that are forfeited for any reason.

As of March 31, 2026, there were 208,955 shares of unvested restricted common stock outstanding under the Equity Plans. Stock-based compensation expense for the three months ended March 31, 2026 was approximately $1.0 million. Stock-based compensation expense for the three months ended March 31, 2025 was approximately $0.5 million. The amount of compensation expense recognized does not reflect cash compensation actually received by the individuals during the current period, but rather represents the amount of expense recognized by the Company in accordance with US GAAP.

The remaining shares of restricted stock outstanding will vest between August 2026 and March 2027.

Restricted Stock. Under the Equity Plans, the Compensation Committee of the Company's board of directors (the “Compensation Committee”) shall determine to what extent, and under what conditions, the participant shall have the right to vote shares of Stock Awards and to receive any dividends or other distributions paid on such shares during the restriction period. The terms and applicable voting and dividend rights are outlined in the individual restricted stock agreements. All restricted stock grants are expensed over the applicable vesting period based on the fair value at the date the stock is granted. The grant date fair value may differ from the fair value on the date the individual’s restricted stock actually vests. The total grant date fair value of the restricted stock granted during the three months ended March 31, 2026 and March 31, 2025 was $nil million and $2.9 million, respectively.

As of March 31, 2026, the total compensation cost related to nonvested restricted share awards not yet recognized was $1,125,761. The remaining costs are expected to be recognized over the remaining vesting period of the awards.

Below table indicates the unvested restricted stock balance as of March 31, 2026 and December 31, 2025:

 

 

 

Number of restricted shares unvested

 

Balance - January 1, 2026

 

 

380,730

 

Restricted shares granted

 

 

-

 

Restricted shares vested

 

 

(171,775

)

Balance - March 31, 2026

 

 

208,955

 

 

 

 

 

Balance - January 1, 2025

 

 

436,863

 

Restricted shares granted

 

 

302,600

 

Restricted shares vested

 

 

(358,733

)

Balance - December 31, 2025

 

 

380,730

 

Stock Options. The Company applies the fair value method to account for stock option expense. Under this method, cash flows from the exercise of stock options resulting from tax benefits in excess of recognized cumulative compensation cost (excess tax benefits) are classified as financing cash flows. See Note 4 - Summary of Significant Accounting Policies from Company's Form 10-K for the year ended December 31, 2025. As part of the Dolly Varden Acquisition (see Note 16), the Company issued 417,048 fully vested options to the holders of Dolly Varden options (the "Replacement Options"). The fair value of the Replacement Options has been determined to be $2.6 million using the Hull-White pricing model for employees and Black-Scholes option pricing model for non-employees pursuant to relevant guidance in ASC 805 to allocate between acquisition costs and post-combination expenses. Of this amount, $2.1 million represents the fair-value-measure of the vested portion of Dolly Varden replaced options and is considered part of the acquisition cost. The remaining $0.5 million is treated as post-combination expense and was expensed during the three months ended March 31, 2026. There were no newly vested stock options for the three-month period ended March 31, 2025. As of March 31, 2026, the total unrecognized compensation cost related to nonvested stock options was nil. As of March 31, 2026, there are 417,048 stock options outstanding.

A summary of the status of stock options granted under the Equity Plans as of March 31, 2026 and changes during the three months then ended, is presented in the table below:

 

 

Three Months Ended

 

 

March 31, 2026

 

 

Shares Under
Options

 

 

Weighted
Average
Exercise Price

 

Outstanding as of December 31, 2025

 

 

 

 

$

 

Granted

 

 

417,048

 

 

14.68

 

Outstanding at the end of the period

 

 

417,048

 

 

$

14.68

 

Aggregate intrinsic value

 

$

6,122,265

 

 

 

 

Exercisable, end of the period

 

 

417,048

 

 

 

 

Available for grant, end of period

 

 

2,816,539

 

 

 

 

Weighted average fair value per share of options
   granted during the period

 

$

6.18