v3.26.1
Equity Incentive Plans
6 Months Ended
Jun. 30, 2026
Share-Based Payment Arrangement [Abstract]  
Equity Incentive Plans

Note 7. Equity Incentive Plans

In connection with the Reverse Merger, the Company stockholders approved the 2024 Equity Incentive Plan (the “2024 Plan”) on December 13, 2024. The 2024 Plan provides for the grant of incentive stock options, nonqualified stock options, and stock awards, any of which may be performance-based, and for incentive bonuses, which may be paid in cash, Common Stock or a combination thereof.

On June 10, 2026, the Company stockholders approved Amendment No. 1 to the 2024 Plan, which increased the number of shares reserved for issuance under the 2024 Plan by 750,000 shares. Accordingly, the number of shares reserved for issuance under the 2024 Plan is equal to 4,205,433 shares of Common Stock as of June 30, 2026.

As of June 30, 2026, 2,794,172 options were outstanding under the 2024 Plan.

In connection with the Reverse Merger, all of the options outstanding under the Company’s 2019 Equity Incentive Plan (the “2019 Plan”) were adjusted with respect to the number of shares and exercise price to reflect the Exchange Ratio. As of June 30, 2026, 477,811 shares of Common Stock were outstanding under the 2019 Plan and no further grants will be made under the 2019 Plan.

For incentive stock options and non-statutory stock options, the option exercise price may not be less than 100% of the estimated fair value on the date of grant. Options granted to employees typically vest over a four-year period but may be granted with different vesting terms. The options expire ten years from the grant date.

The following table summarizes stock option activity for the Company’s equity incentive plans for the six months ended June 30, 2026:

 

 

Common

 

 

Weighted

 

 

Weighted

 

 

 

Shares

 

 

Average

 

 

Average

 

 

 

Underlying

 

 

Exercise

 

 

Remaining

 

 

 

Stock

 

 

Price per

 

 

Contractual

 

 

 

Options

 

 

Share

 

 

Life (in years)

 

Outstanding at December 31, 2025

 

 

2,917,143

 

 

$

20.69

 

 

 

8.5

 

Granted

 

 

548,686

 

 

$

88.39

 

 

 

 

Exercised

 

 

(172,479

)

 

$

12.96

 

 

 

 

Forfeited / Cancelled

 

 

(21,367

)

 

$

140.03

 

 

 

 

Outstanding at June 30, 2026

 

 

3,271,983

 

 

$

31.67

 

 

 

8.5

 

 

 

 

 

 

 

 

 

 

Exercisable at June 30, 2026

 

 

1,135,878

 

 

$

16.01

 

 

 

7.7

 

The aggregate intrinsic value of options outstanding and options exercisable as of June 30, 2026 was $396.8 million and $155.8 million, respectively.

Total stock-based compensation expense recognized in the condensed consolidated statements of operations for the three and six months ended June 30, 2026 and 2025 is as follows (in thousands):

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Research and development

 

$

1,745

 

 

$

510

 

 

$

3,202

 

 

$

900

 

General and administrative

 

 

3,410

 

 

 

923

 

 

 

5,329

 

 

 

1,627

 

Total stock-based compensation expense

 

$

5,155

 

 

$

1,433

 

 

$

8,531

 

 

$

2,527

 

As of June 30, 2026, there was approximately $55.2 million of unrecognized compensation cost related to non-vested stock options, which is expected to be recognized over a remaining weighted-average service period of 2.75 years.

The weighted average fair value of stock options granted during the six months ended June 30, 2026 was $60.61 per share which was estimated using the Black-Scholes option pricing model with the following weighted average assumptions:

Expected volatility

 

72.43% - 76.17%

 

Risk-free interest rate

 

3.05% - 4.36%

 

Expected term (years)

 

5.50 - 6.08

 

Expected dividend yield

 

 

 

Performance Stock Unit and Restricted Stock Unit Activity

The Company grants time-based restricted stock unit (“RSU”) awards and performance-based restricted stock unit (“PSU”) awards to certain employees. RSU awards vest over a four-year period subject to the employee’s continued employment or service with the Company through the vesting date. PSU awards have a performance period of one year and vest depending on the Company’s achievement of predetermined performance goals. For the three and six months ended June 30, 2026, the Company recorded $0.8 million and $5 thousand of stock compensation expense for PSUs and RSUs, respectively, included in general and administrative expense in the statement of operations.

The following table summarizes the activities related to the Company’s unvested RSUs and PSUs:

 

 

 

 

 

Weighted

 

 

 

 

 

 

Average

 

 

 

 

 

 

Grant Date

 

 

 

 

 

 

Fair Value

 

 

 

Shares

 

 

(per share)

 

Outstanding PSU and RSU Grants at December 31, 2025

 

 

-

 

 

$

-

 

PSUs Granted

 

 

13,000

 

 

$

119.86

 

RSUs Granted

 

 

2,291

 

 

$

112.59

 

PSUs Released (1)

 

 

(3,250

)

 

$

119.86

 

PSUs Cancelled

 

 

-

 

 

$

-

 

RSUs Cancelled

 

 

-

 

 

$

-

 

Outstanding PSU and RSU Grants at June 30, 2026

 

 

12,041

 

 

$

118.48

 

(1)Amount includes 3,250 PSU awards (2,293 shares, net of employee tax withholdings, paid in shares) that vested based on the achievement of performance goals during the performance period ended June 30, 2026.