v3.26.1
Stock-Based Compensation
6 Months Ended
Jun. 30, 2026
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
Amended and restated Stock Option and Incentive Share Award Plans
Our amended and restated Stock Option Plan and Share Award Plan (collectively, the “Equity Incentive Plans”) were approved
by our shareholders on May 9, 2023. The Equity Incentive Plans provide for the grant of stock options, restricted share unit awards and performance share unit awards to our employees, consultants and directors. Upon the effective date of the 2026 Plan described below, we ceased granting awards under the Equity Incentive Plans, but any awards granted under the Equity Incentive Plans will remain subject to the terms of the applicable plans.
2026 Incentive Award Plan
The 2026 Incentive Award Plan (the “2026 Plan”) was approved by our shareholders at a Special Meeting of Shareholders held on January 15, 2026 and became effective on March 31, 2026. The 2026 Plan provides for the grant of options, including incentive stock options and nonqualified stock options, restricted stock, dividend equivalents, restricted stock units (“RSUs”), performance shares, other incentive awards, stock appreciation rights and cash awards, to our employees, consultants and directors.
The number of shares reserved for issuance under the 2026 Plan equals the sum of (i) 6,500,000 shares; (ii) any shares that remain available under the prior Equity Incentive Plans; (iii) any shares that are subject to awards under the prior Equity Incentive Plans which are forfeited or lapse unexercised and which are not issued under the prior Equity Incentive Plans; and (iv) an annual increase on the first day of each calendar year beginning January 1, 2027 and ending on and including January 1, 2036, equal to the lesser of (A) 6% of the aggregate number of shares outstanding on the final day of the immediately preceding calendar year and (B) such smaller number of shares as is determined by the Board or the compensation committee.
Inducement Equity Awards
We have granted inducement equity awards to certain of our key executives. These awards included stock options subject to a service condition, performance-based stock options (collectively, the “Inducement Stock Options”), and performance-based restricted share award units (“Inducement Share Awards”). The grants were made as a material inducement to employment in accordance with Nasdaq Listing Rule 5635(c)(4), and therefore did not require shareholder approval.
Stock-Based Compensation Expense
Our stock-based compensation expense was as follows:
Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Stock-based compensation expense:
Pursuant to Equity Incentive Plans and Inducement Equity Awards$1,788 $362 $4,087 $1,207 
Pursuant to consulting service agreements657 — 1,387 — 
$2,445 $362 $5,474 $1,207 
Stock-based compensation expense in operating expenses:
Research and development$1,245 $144 $3,223 $763 
General and administrative1,200 218 2,251 444 
$2,445 $362 $5,474 $1,207 
Stock Options
Our stock option activity for the six months ended June 30, 2026 was as follows:
Stock options subject only to a service condition
Number
Outstanding
Weighted-
Average
Exercise
Price (i)
Aggregate
Intrinsic
Value
Weighted-
Average
Remaining
Contractual
Life
(in years)
Outstanding at December 31, 202517,216,957 $1.11 $1,576 3.8
Granted (ii)4,761,000 $1.04 
Forfeited(561,417)$1.02 
Expired(1,219,166)$2.40 
Outstanding at June 30, 2026 (iii)
20,197,374 $1.02 1,956 4.8
Vested and exercisable at June 30, 2026
5,329,017 $1.20 $753 2.4
i.The weighted-average exercise prices reflect the conversion of Canadian dollar denominated stock options translated into U.S. dollars using the applicable foreign exchange rate as of the date of grant.
ii.Includes 800,000 Inducement Stock Options.
iii.Includes 4,400,000 Inducement Stock Options.

Stock options subject to a performance condition
Number
Outstanding
Weighted-
Average
Exercise
Price (i)
Aggregate
Intrinsic
Value
Weighted-
Average
Remaining
Contractual
Life
(in years)
Outstanding at December 31, 20251,900,000$0.42 $868 4.4
Outstanding at June 30, 2026 (ii)
1,900,000$0.42 $1,012 4.0
Vested and exercisable at June 30, 2026
$— $— — 
i.The weighted-average exercise prices reflect the conversion of Canadian dollar denominated stock options translated into U.S. dollars using the applicable foreign exchange rate as of the date of grant.
ii.Includes 1,900,000 Inducement Stock Options.
Our stock option activity for the six months ended June 30, 2025 was as follows:
Stock options subject only to a service condition
Number
Outstanding
Weighted-
Average
Exercise
Price (i)
Aggregate
Intrinsic
Value
Weighted-
Average
Remaining
Contractual
Life
(in years)
Outstanding at December 31, 2024
6,876,345$1.61 $205 2.8
Granted (ii)3,600,000$0.47 
Forfeited(211,733)$1.00 
Expired(80,263)$2.71 
Outstanding at June 30, 2025
10,184,349$1.21 $1,075 3.3
Vested and exercisable at June 30, 2025
5,116,947$1.78 $— 1.9
i.The weighted-average exercise prices reflect the conversion of Canadian dollar denominated stock options translated into U.S. dollars using the applicable foreign exchange rate as of the date of grant.
ii.Includes 3,600,000 Inducement Stock Options.

Stock options subject to a performance condition
Number
Outstanding
Weighted-
Average
Exercise
Price (i)
Aggregate
Intrinsic
Value
Weighted-
Average
Remaining
Contractual
Life
(in years)
Outstanding at December 31, 2024$— $— — 
Granted (ii)1,900,000$0.42 
Outstanding at June 30, 2025 (ii)
1,900,000$0.42 $670 4.9
Vested and exercisable at June 30, 2025
$— $— — 
i.The weighted-average exercise prices reflect the conversion of Canadian dollar denominated stock options translated into U.S. dollars using the applicable foreign exchange rate as of the date of grant.
ii.Includes 1,900,000 Inducement Stock Options.
As of June 30, 2026, unrecognized compensation expense related to unvested stock options was $6,387, including $95 of compensation cost related to unvested stock options with a performance condition. These costs are expected to be recognized over a remaining weighted-average period of 1.7 years.
Stock option grants subject only to a service condition typically vest either immediately or annually over periods ranging from one to 3 years. The performance-based Inducement Stock Options will vest in full upon us generating a minimum of $25,000 in cumulative proceeds from new financing transactions after June 11, 2025.
We use the Black-Scholes Model to estimate fair value. We use historical data to estimate the expected dividend yield and expected volatility of our stock in determining the fair value of the stock options. The risk-free interest rate is based on the U.S. Treasury rate applicable to the expected life of the award. The expected dividend yield is zero, as we do not expect to pay dividends for the foreseeable future.
The fair value of options granted during the six months ended June 30, 2026 was determined using the following weighted-average assumptions:
Risk-free interest rate4.2 %
Expected life (years)6.7
Expected volatility89.3 %
Expected dividend yield— %
Weighted-average grant date fair value $0.82 
Liability-Classified Stock Options
As discussed in note 3, certain employee stock options previously classified as equity were reclassified as liabilities, effective January 1, 2026. The related stock option liability is measured at fair value on a recurring basis and is classified within Level 3 of the fair value hierarchy.

The fair value of the liability-classified options as of June 30, 2026 and January 1, 2026 was determined using the following weighted-average assumptions:
June 30, 2026January 1, 2026
Risk-free interest rate4.1 %3.6 %
Expected life (years)3.53.9
Expected volatility83.4 %77.4 %
Expected dividend yield— %— %
Weighted-average fair value$0.64 $0.57 
Number of liability-classified stock options outstanding7,336,5357,671,135

A summary of the stock option liability for the six months ended June 30, 2026 was as follows:
Stock option
liability
Balance at December 31, 2025
$— 
Reclassification of liability from equity1,189 
Stock-based compensation expense2,270 
Fair value adjustment to liability(66)
Balance at June 30, 2026
$3,393 

RSUs
Our RSU activity for the six months ended June 30, 2026 was as follows:
Number
of RSUs
Weighted-
Average
Grant Date
Fair Value (i)
Intrinsic
Value
Outstanding at December 31, 2025
497,842 $0.95 $435 
Vested and released(10,317)$1.09 9
Forfeited(17,533)$1.11 
Outstanding at June 30, 2026
469,992 $0.89 $446 
i.The weighted-average grant date fair value prices reflect the conversion of Canadian dollar denominated RSUs translated into U.S. dollars using the applicable foreign exchange rate as of the date of grant.
Our RSU activity for the six months ended June 30, 2025 was as follows:
Number
of RSUs
Weighted-
Average
Grant Date
Fair Value (i)
Intrinsic
Value
Outstanding at December 31, 2024
1,118,510 $1.00 $1,018 
Granted738,420 $0.67 
Vested and released(1,256,646)$0.83 $918 
Outstanding at June 30, 2025
600,284 $1.03 $462 
i.The weighted-average grant date fair value prices reflect the conversion of Canadian dollar denominated RSUs translated into U.S. dollars using the applicable foreign exchange rate as of the date of grant.
As of June 30, 2026, unrecognized compensation expense related to non-vested RSUs was $84. These costs are expected to be recognized over a remaining weighted-average period of 0.8 year.
Inducement Share Awards
Inducement Share Awards will vest upon our entry into a definitive agreement involving either the acquisition of our company or the exclusive license of pelareorep. During the six months ended June 30, 2026 and June 30, 2025, we granted 300,000 and 500,000 Inducement Share Awards, respectively. During the six months ended June 30, 2025, we also granted Inducement Share Awards to our CEO, which will entitle him to receive that number of common shares equal to 2% of our then-outstanding common shares (2,492,750 at June 30, 2026) if the performance condition is met. Accordingly, if the performance conditions had been met on June 30, 2026, a total of 3,292,750 common shares would be issuable pursuant to the Inducement Share Awards. Compensation expense for these awards will be recognized if and when the performance condition becomes probable or is achieved. To date, we have not recorded any compensation expense related to these awards.