v3.26.1
Stock-based compensation
6 Months Ended
Jun. 30, 2026
Share-Based Payment Arrangement [Abstract]  
Stock-based compensation Stock-based compensation
The Company provides stock-based compensation to its employees under two plans:
The 2019 Stock Incentive Plan is a seven-year plan that became effective upon stockholder approval at the Company’s 2019 annual meeting held on October 16, 2019 and has been subsequently amended with stockholder approval, most recently at the Annual Meeting held on August 15, 2024. This plan provides for the grant of stock options, stock grants, stock units and stock appreciation rights to employees, consultants and directors. Under the plan, no recipient may receive awards during any fiscal year that exceed 500,000 stock options, 250,000 stock grants or stock units, or 500,000 stock appreciation rights, nor may any non-employee director be granted awards in excess of $350. As of June 30, 2026, the Company had 1,308,040 common shares reserved for new awards under the 2019 Stock Incentive Plan. The plan expires October 16, 2026. A replacement plan, the 2026 Stock Incentive Plan, was approved by stockholders at the 2026 annual meeting held on June 4, 2026. The 2026 Stock Incentive Plan will become effective by its terms on October 16, 2026.
The Equity Inducement Plan became effective on March 20, 2024. This plan provides for the grant of equity awards to individuals that were not previously employees or directors of the Company as an inducement material to the individual’s entry into employment with the Company. As of June 30, 2026, the Company had 140,474 common shares reserved for new awards under the Equity Inducement Plan.
The following table presents information about stock options:
Six months ended
June 30,
2026
May 25,
2025
Information about stock options granted:
Weighted-average grant date fair value per share$5.28 $4.49 
Weighted-average assumptions used to determine grant-date fair value:
Expected life4.4 years4.4 years
Risk-free interest rate3.6 %4.0 %
Volatility88 %84 %
Dividend yield— %— %
There were no stock option exercises during either of the periods presented.
The following table presents information about other stock-based awards:
Six months ended
June 30,
2026
May 25,
2025
Information about awards granted:
Weighted-average fair value per share as of transaction date:
RSUs granted$6.65 $6.54 
PSUs granted— 5.06 
Weighted-average assumptions used to determine grant-date fair value of PSUs:
Expected life— 5.0 years
Risk-free interest rate— 4.0 %
Volatility— 84 %
Dividend yield— — %
Fair value of RSUs vested7.24 6.25 
The following table presents information about stock option balances and activity:
SharesWeighted-average exercise price per shareWeighted-average remaining contractual term
Aggregate intrinsic value
Outstanding at December 31, 20251,377,054 $7.83 
Granted8,775 7.88 
Forfeited(69,843)6.74 
Expired(22,950)10.01 
Outstanding at June 30, 20261,293,036 7.85 4.7 years$18 
Exercisable at June 30, 2026658,060 8.92 3.4 years$
The following table presents information about recent RSU and PSU activity:
RSUsPSUs
SharesWeighted-average grant date fair value per shareSharesWeighted-average grant date fair value per share
Outstanding at December 31, 20251,440,419 $6.46 2,283,000 $4.25 
Granted676,911 6.65 — — 
Vested(346,916)7.24 — — 
Forfeited(75,038)7.78 — — 
Outstanding at June 30, 20261,695,376 6.32 2,283,000 4.25 
Stock-based compensation expense
The following table summarizes stock-based compensation by income statement line item:
Three months endedSix months ended
June 30,
2026
May 25,
2025
June 30,
2026
May 25,
2025
Cost of sales
$241 $425 $457 $609 
Research and development expense144 (98)
Selling, general and administrative expense1,700 1,389 3,424 3,757 
Stock-based compensation expense$2,085 $1,815 $3,783 $4,367 
Most of the stock-based compensation expense for the current period and going forward arises from RSU awards to the Company’s named executive officers under the Equity Inducement Plan and the Company’s directors. The RSU awards to named executive officers vest annually and are expensed ratably over their five-year lives (three-year in one case) since date of hire. The annual RSU awards granted to directors vest in full one year from the grant date and are expensed ratably over the same one-year vesting period.
The Company has also issued PSU awards to its named executive officers, for which most of the expense has already been recognized through December 31, 2025. These awards are divided into ten equal tranches that will vest, if at all, based upon closing stock price milestones over a five-year performance period, and to the extent a PSU award tranche vests based on stock price performance, 50% of the shares for each tranche will be issued immediately, and 50% of the shares will be issued on the one-year anniversary of the performance vesting date.
As of June 30, 2026, there was $11,444 of total unrecognized compensation expense related to unvested equity compensation awards granted under the Lifecore incentive stock plans. This total expense is expected to be recognized over a weighted-average period of 1.9 years.