| Share-Based Compensation |
Note
16. Share-Based Compensation
The
Group grants Options and Restricted Stock Units (RSUs) under the 2025 Omnibus Equity Incentive Plan (the “2025 Plan”)
and has historical grants registered under the 2024 Equity Incentive Plan (the “2024 Plan”) to Board Members, Advisory
Board Members, Employees and Contractors. The grants have a combination of performance-based and time-based hurdles and vesting
periods. On January 16, 2025, the Group granted 48,484 options
which have a contractual term of 10 years.
The options have an exercise price of $6.71
per share and convert on a 1:1 basis. The Group ascertains the fair value of the Options using a Black-Scholes pricing model.
The grant-date fair value of restricted stock units (“RSUs”) is based on the closing market price of the Company’s common
stock on the grant date. The grant-date fair value is recognized as share-based compensation expense over the requisite service
(vesting) period, with a corresponding increase to equity.
As of June 30, 2026, 27,067
options had vested.
Stock
Option Activity
Schedule of Stock Option Activity
| Activity | |
Number of
Options | | |
Weighted-Average
Exercise Price | | |
Weighted-Average
Remaining
Contractual Term
(Years) | | |
Aggregate
Intrinsic
Value | |
| Outstanding at December 31, 2025 | |
| 90,442 | | |
| 6.71 | | |
| 9.00 | | |
| - | |
| Granted | |
| - | | |
| 6.71 | | |
| | | |
| | |
| Exercised | |
| - | | |
| 6.71 | | |
| | | |
| | |
| Forfeited | |
| (56,252 | ) | |
| 6.71 | | |
| | | |
| | |
| Outstanding at June 30, 2026 | |
| 34,190 | | |
| 6.71 | | |
| 8.50 | | |
$ | 2,665,069 | |
| Exercisable at June 30, 2026 | |
| 27,067 | | |
| 6.71 | | |
| | | |
$ | 2,109,840 | |
Restricted
Stock Units (RSUs)
Schedule of Performance-Based RSUs Activity
| Activity | |
Performance-Based
RSUs | | |
Weighted-Average
Grant Date Aggregate Fair
Value | |
| Balance as of December 31, 2025 | |
| 275,564 | | |
| 1,837,850 | |
| Granted | |
| 1,335,978 | | |
| 10,607,665 | |
| Vested1 | |
| (525,776 | ) | |
| (1,219,800 | ) |
| Vested in prior periods | |
| 72 | | |
| 167 | |
| Forfeited | |
| (163,228 | ) | |
| (1,088,731 | ) |
| Unvested at June 30, 2026 | |
| 922,610 | | |
| 10,137,151 | |
| |
(1) |
RSUs
listed as vested are not exercisable but representative of the pro-rata portion of the RSU grant vested in the period |
At
June 30, 2026, compensation costs related to these unvested stock-based compensation awards not yet recognized in the consolidated condensed
statements of operations was $8,105 thousand, which is expected to be recognized over a weighted-average period of 1.25 years,
|