The Company grants awards to recipients through the 2017 Equity Incentive Plan, as amended (the “2017 Plan”), which was approved by stockholders and the Board of Directors. Pursuant to the latest amendment, the 2017 Plan provides for the issuance of shares that total no more than the sum of (i) 22,900,000 new shares, (ii) any returning shares such as forfeited, cancelled, or expired shares granted under either the 2017 Plan or the Second Amended and Restated 2007 Equity Incentive Plan, and (iii) 500,000 shares pursuant to an inducement award. The number of shares available to be issued under the 2017 Plan will be reduced by (i) one share for each share that relates to an option or stock appreciation right award, and (ii) 1.5 shares for each share that relates to an award other than a stock option or stock appreciation right award (a full-value award). As of June 30, 2026, there were approximately 5.4 million remaining shares available for issuance under the 2017 Plan. Options expire 10 years from the date of grant.

The Company uses the Black-Scholes option-pricing model to recognize the value of stock-based compensation expense for stock option awards that are not market based. Determining the appropriate fair-value model and calculating the fair value of stock option awards at the grant date requires judgment, including estimating stock price volatility and expected option life. The fair-value of the restricted stock unit awards at the grant date is based on the market price on the grant date. The fair-value of the market performance stock unit awards (PSUs) at the grant date is based on a Monte Carlo simulation using the specific performance metrics. The Company develops estimates based on historical data and market information, which can change significantly over time, and adjusts for forfeitures as they occur.

Historically, the Company’s stock option awards have been generally subject to a one-year cliff vesting period, after which one-third of the shares vest with the remaining shares vesting ratably each month over a two-year period subject to the applicable grantee’s continued service. Beginning August 1, 2025, newly granted stock option awards generally vest over four years at 25% per year on the anniversary of the grant date. Restricted stock unit (RSU) awards are generally subject to a three-year vesting period with one-third vesting per year on the anniversary of the grant date. The PSUs are eligible to vest during a seven-year performance period based on the achievement and maintenance of certain volume weighted average price thresholds for a minimum of 60 Trading Days and upon certification by the Board’s Compensation Committee and subject to the Chief Executive Officer’s continued employment with the Company on the applicable vesting date. Certain executive stock option awards provide for accelerated vesting if there is a change in control or termination without cause.

On June 24, 2025, the Company’s shareholders approved the Niagen Bioscience, Inc. Employee Stock Purchase Plan (ESPP), pursuant to which 650,000 shares of the Company’s common stock were reserved for issuance. The ESPP allows eligible officers and employees to purchase designated shares of the Company’s stock through payroll deductions, up to 10% of their base salary or wages. The price of common stock purchased under the ESPP is equal to 85% of the lesser of (i) the closing price of a share of common stock on the purchase date, or (ii) the closing price of a share of common stock on the offering date. Offering periods under the ESPP will generally be in six month increments, commencing on January 1 and July 1 of each calendar year, with the administrator having the right to establish different offering periods. The Company commenced its first offering period on January 1, 2026 with the first purchase occurring June 30, 2026. On June 30, 2026, 26,000 shares were purchased under the ESPP at $2.71 per share, resulting in cash proceeds of approximately $0.1 million. As of June 30, 2026, 624,000 shares remained available for issuance.

During the six months ended June 30, 2026, the Company repurchased 1,173,118 shares of its common stock for an aggregate purchase price of $5.1 million, which was recorded as a reduction of common stock and additional paid-in capital. As of June 30, 2026, approximately $14.6 million remains available under the approved share repurchase program.


		Weighted Average
(In thousands except per share data and remaining contractual term)	Number of Options	Exercise Price		Remaining Contractual Term (Years)	Aggregate Intrinsic Value
Outstanding at December 31, 2025	9,186	$	3.68	6.0	$	27,378
Options Granted	1,157	4.60
Options Exercised	(171)	1.85			461
Options Forfeited	(181)	3.84
Outstanding at June 30, 2026	9,991	$	3.82	5.8	$	5,260	*

Exercisable at June 30, 2026	7,624	$	3.66	4.9	$	4,545	*


(In thousands except per share fair value)	Number of RSUs	Weighted Average Fair Value
Unvested shares at December 31, 2025	268	$	1.61
Granted	—	—
Vested	(170)	1.66
Forfeited	(15)	1.54
Unvested shares at June 30, 2026	83	$	1.52


	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2026		2025		2026		2025
Share-based compensation expense
Cost of sales	$	49	$	67	$	116	$	126
Sales and marketing	159		215		338		421
Research and development	127		149		253		272
General and administrative	1,388		1,057		2,732		1,744
Total	$	1,723	$	1,488	$	3,439	$	2,563

As of June 30, 2026, the Company expects to recognize future share-based compensation expense of approximately $6.3 million related to unvested stock options, $0.1 million for unvested RSUs, and $2.6 million for unvested PSUs. These expenses will be recognized over weighted-average years of approximately 2.5 for options, 0.7 for RSUs, and 2.8 for PSUs.