Note 10 - Stock-Based Compensation |
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| Stock-Based Compensation | 10. Stock-Based Compensation On November 14, 2023, the stockholders of the Company approved and adopted the 2023 Omnibus Incentive Plan (the “2023 Plan”). On March 17, 2026, the stockholders of the Company approved and adopted the 2026 Omnibus Incentive Plan (the “2026 Plan”) (together with the 2023 Plan referred to as the “Equity Plans”), which replaces the 2023 Plan with respect to new grants by the Company. Shares available for grant under the 2026 Plan consist of 2,500,000 shares of common stock plus (i) any shares remaining available for grant under the 2023 Plan (2,480,129 shares as of June 30, 2026), (ii) unexercised shares subject to appreciation awards (i.e. stock options or other stock-based awards based on the appreciation in value of a share of the Company’s common stock) granted under the 2023 Plan that expire, terminate, or are canceled for any reason without having been exercised in full, and (iii) shares subject to awards that are not appreciation awards granted under the 2023 Plan that are forfeited for any reason. As of June 30, 2026, there were 312,165 shares of unvested restricted common stock outstanding under the Equity Plans. Stock-based compensation expense for the three and six months ended June 30, 2026 was approximately $1.4 million and $2.3 million, respectively. Stock-based compensation expense for the three and six months ended June 30, 2025 was approximately $0.8 million and $1.3 million, respectively. The amount of compensation expense recognized does not reflect cash compensation actually received by the individuals during the current period, but rather represents the amount of expense recognized by the Company in accordance with US GAAP. The remaining shares of restricted stock outstanding will vest between August 2026 and April 2029. Restricted Stock. Under the Equity Plans, the Compensation Committee of the Company's board of directors (the “Compensation Committee”) shall determine to what extent, and under what conditions, the participant shall have the right to vote shares of Stock Awards and to receive any dividends or other distributions paid on such shares during the restriction period. The terms and applicable voting and dividend rights are outlined in the individual restricted stock agreements. All restricted stock grants are expensed over the applicable vesting period based on the fair value at the date the stock is granted. The grant date fair value may differ from the fair value on the date the individual’s restricted stock actually vests. The total grant date fair value of the restricted stock granted during the six months ended June 30, 2026 and June 30, 2025 was $3.2 million and $3.3 million, respectively. As of June 30, 2026, the total compensation cost related to nonvested restricted share awards not yet recognized was $3,307,097. The remaining costs are expected to be recognized over the remaining vesting period of the awards. Below table indicates the unvested restricted stock balance as of June 30, 2026 and December 31, 2025:
Stock Options. The Company applies the fair value method to account for stock option expense. Under this method, cash flows from the exercise of stock options resulting from tax benefits in excess of recognized cumulative compensation cost (excess tax benefits) are classified as financing cash flows. See Note 4 - Summary of Significant Accounting Policies from Company's Form 10-K for the year ended December 31, 2025. As part of the Dolly Varden Acquisition (see Note 16), the Company issued 417,048 fully vested options to the holders of Dolly Varden options (the "Replacement Options"). The fair value of the Replacement Options was determined to be $2.6 million using the Hull-White pricing model for employees and Black-Scholes option pricing model for non-employees pursuant to relevant guidance in ASC 805 on allocating between acquisition costs and post-combination expenses. Of this amount, $2.1 million represented the fair-value-measure of the vested portion of Dolly Varden replaced options and was considered part of the acquisition cost. The remaining $0.5 million was treated as post-combination expense and expensed during the three months ended March 31, 2026. Additionally, on April 2, 2026, the Company issued 174,100 options to employees, with a fair value of $2.0 million using the Black Scholes option pricing model. There were no newly vested stock options for the six-month period ended June 30, 2025. As of June 30, 2026, the total unrecognized compensation cost related to nonvested stock options was $1.6 million. As of June 30, 2026, there are 482,845 stock options outstanding and 308,745 stock options exercisable. A summary of the status of stock options granted under the Equity Plans as of June 30, 2026 and changes during the six months then ended, is presented in the table below:
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