v3.26.1
Stock-Based Compensation
6 Months Ended
Jun. 30, 2026
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation

(10) Stock-Based Compensation

 

In September 2021, the Company’s board of directors and stockholders adopted the 2021 Equity Incentive Plan (EIP), which provides for the grant of incentive stock options and non-qualified stock options to purchase shares of the Company’s common stock, stock appreciation rights, restricted stock units, restricted or unrestricted shares of common stock, performance shares, performance units, incentive bonus awards, other stock-based awards and other cash-based awards. No awards may be made under the EIP on or after September 24, 2031, but the EIP will continue thereafter while previously granted awards remain outstanding.

 

At the Company’s 2024 annual meeting and 2025 annual meeting, stockholders approved an amendment to the EIP to increase the number of shares of common stock authorized for issuance. As of June 30, 2026, 458,888 shares of common stock were available for issuance under the EIP. The number of shares of common stock available for issuance under the EIP will automatically increase on January 1st of each year until the expiration of the EIP, in an amount equal to 5% of the total number of shares of our common stock outstanding on December 31st of the preceding calendar year, on a fully diluted basis, unless the board of directors takes action prior thereto to provide that there will not be an increase in the share reserve for such year or that the increase in the share reserve for such year will be of a lesser number of shares of common stock than would otherwise occur. The shares of common stock underlying any awards that are forfeited, cancelled, held back upon exercise or settlement of an award to satisfy the exercise price or tax withholding, repurchased or are otherwise terminated by the Company under the EIP will be added back to the shares of common stock available for issuance under the EIP.

 

The Company recorded stock-based compensation expense of $1,073,941 and $448,370 during the six months ended June 30, 2026 and 2025, respectively. The Company recorded stock-based compensation expense of $347,920 and $90,721 during the three months ended June 30, 2026 and 2025, respectively. As of June 30, 2026 and December 31, 2025, there was $2,546,323 and $2,449,227, respectively, of unrecognized compensation cost related to nonvested share-based compensation arrangements granted under the EIP, which is expected to be recognized over the next one to four years.

 

 

A summary of option and share activity under the EIP during the six-month periods ended June 30, 2026 and 2025 is as follows:

 

           Weighted-Average   Aggregate 
       Weighted-Average   Remaining Contractual   Intrinsic 
   Shares   Exercise Price   Term (years)   Value 
Outstanding at January 1, 2025   89,406                
Granted   248,428   $4.44    9.87        - 
Exercised   -                
Forfeitures or expirations   -                
Outstanding at March 31, 2025   337,834                
Granted   61,005   $4.14    9.98    - 
Exercised   -                
Forfeitures or expirations   -                
Outstanding at June 30, 2025   398,839                
                     
Vested and expected to vest at June 30, 2025   398,839                
Exercisable at June 30, 2025   2,643                
                     
Outstanding at January 1, 2026   956,017                
Granted   198,862   $5.95    9.89    - 
Released   (55,436)               
Exercised   -                
Forfeitures or expirations   -                
Outstanding at March 31, 2026   1,099,443                
Granted   3,860   $5.47    10    - 
Exercised   -                
Forfeitures or expirations   -                
Outstanding at June 30, 2026   1,103,303                
                     
Vested and expected to vest at June 30, 2026   1,103,303                
Exercisable at June 30, 2026   502,918                

 

The Company’s stock options issued qualify for equity accounting treatment under ASC 718, Compensation- Stock Compensation, and are measured at fair value as of their grant date accordingly. The fair value of the options was estimated using a Black-Scholes model. The assumptions that the Company used to estimate the grant-date fair value of stock options granted to employees and directors during the six-month periods ended June 30, 2026 and 2025 were as follows, shown on a weighted average basis:

 

   June 30,   June 30, 
   2026   2025 
Risk-free interest rate   3.83%   4.35%
Expected term (in years)   5.91    5.73 
Expected volatility   1.35    1.58 
Expected dividend yield   0%   0%

 

 

Risk-Free Interest Rate: The Company based the risk-free interest rate over the expected term of the options based on the constant maturity of U.S. Treasury securities with similar maturities as of the date of grant.

 

Expected Term: The expected term represents the period that the options granted are expected to be outstanding and is determined using the simplified method (based on the mid-point between the vesting dates and the end of the contractual term.)

 

 

Expected Volatility: The Company uses an average historical stock price volatility of comparable public companies within the biotechnology and pharmaceutical industry that were deemed to be representative of future stock price trends as the Company does not have sufficient trading history for its common stock. The Company will continue to apply this process until a sufficient amount of historical information regarding volatility of its own stock price becomes available.

 

Expected Dividend Yield: The Company has not paid and does not anticipate paying any dividends in the near future. Therefore, the expected dividend yield was zero.

 

The grant-date fair value of options granted during the three months ended June 30, 2026 was $4.79 and the grant-date fair value of options and shares granted during the six months ended June 30, 2026 ranged from $4.29 to $6.85.

 

The aggregate intrinsic value of stock options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock. Because there were no stock options with exercise prices lower than the fair value of the Company’s common stock, the aggregate intrinsic value is zero as of June 30, 2026 and December 31, 2025.

 

On each of July 8, 2025 and November 3, 2025, the Company granted a non-qualified stock option award to an officer of the Company to purchase 30,000 shares of common stock at an exercise price of $4.51 and $3.80, respectively. These grants were inducement awards in accordance with Nasdaq Listing Rule 5635(c)(4) and were not granted from the EIP. The term of these options is ten years with vesting over four years. The Company recorded stock-based compensation expense of $14,233 and $28,540 during the three and six months ended June 30, 2026. As of June 30, 2026, there was $181,545 of unrecognized compensation cost related to nonvested share-based compensation related to the inducement grants, which is expected to be recognized over the next one to four years.