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

10. Stock-Based Compensation

 

2026 Omnibus Incentive Plan

 

Effective March 25, 2026, the Company adopted the Greenland Energy Company 2026 Omnibus Incentive Plan (the “2026 Plan”). The 2026 Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, other stock-based awards and other cash-based awards to eligible employees, officers, nonemployee directors and consultants.

 

An aggregate of 3,367,237 shares of the Company’s common stock were initially reserved for issuance under the 2026 Plan. Beginning in calendar year 2027, the number of shares reserved for issuance under the 2026 Plan will automatically increase on the first trading day of each calendar year by an amount equal to 5% of the Company’s outstanding common stock as of the last day of the preceding calendar year, unless the administrator determines that the increase will be reduced or that no increase will occur for that year.

 

As of June 30, 2026, awards covering an aggregate of 1,825,000 shares had been granted under the 2026 Plan, consisting of options to purchase 1,600,000 shares of common stock and 225,000 restricted stock units. As of June 30, 2026, 1,542,237 shares remained available for future grant under the 2026 Plan.

 

The Company accounts for its stock-based awards in accordance with ASC Topic 718, as described in Note 2—Summary of Significant Accounting Policies.

 

Restricted Stock Units

 

During April 2026, the Company granted an aggregate of 225,000 restricted stock units (“RSUs”) to certain executive officers and nonemployee directors. Each RSU represents a contingent right to receive one share of the Company’s common stock upon settlement.

 

Except for the accelerated award described below, the RSUs vest in full on May 1, 2027, subject to the participant’s continued service through the vesting date. Holders of unvested RSUs have no voting or other stockholder rights with respect to the underlying shares.

 

On June 5, 2026, in connection with the resignation of a former director, the Company accelerated the vesting of 10,000 RSUs. The Company recognized the compensation cost associated with those RSUs during the three months ended June 30, 2026. The underlying common shares had not been issued as of June 30, 2026 and, accordingly, were not included in the Company’s issued and outstanding common shares as of that date.

 

The modification resulted in the recognition of approximately $26,200 of compensation expense based on the fair value of the vested RSUs on the modification date. The weighted-average grant-date fair value presented in the RSU activity table reflects the original grant-date measurement and therefore differs from the amount of compensation expense recognized for the modified RSUs.

 

A summary of RSU activity for the six months ended June 30, 2026 is as follows:

 

               
    Number of
RSUs
    Weighted-average
grant-date
fair value
 
Unvested at Dec. 31, 2025     -       -  
Granted     225,000     $ 6.08  
Vested     (10,000 )   $ 6.21  
Forfeited     -       -  
Unvested at June 30, 2026     215,000     $ 6.08  

 

As of June 30, 2026, unrecognized compensation cost related to unvested RSUs was approximately $1.1 million, which is expected to be recognized over a weighted-average remaining service period of approximately 0.8 years.

 

Stock Options

 

On April 29, 2026, the Company granted nonqualified stock options to certain executive officers and nonemployee directors to purchase an aggregate of 1,600,000 shares of common stock. Of these options, 1,400,000 remained subject to their original service-based vesting conditions as of June 30, 2026, and 200,000 options were modified and accelerated in connection with the resignation of a former director, as described below.

 

The weighted-average grant-date fair value of the 1,400,000 options that remained subject to their original vesting terms was approximately $2.94 per option, resulting in an aggregate grant-date fair value of approximately $4.1 million.

 

On June 5, 2026, the Company modified and accelerated the vesting of 200,000 options held by a former director. The modified options were measured at fair value on the modification date based on their remaining 90-day exercise period. The Company recognized approximately $58,690 of compensation expense related to the modified options during the three months ended June 30, 2026.

 

The options have an exercise price of $3.36 per share and a contractual term of ten years. Except for the accelerated award described below, the options vest in substantially equal annual installments on May 1, 2027, May 1, 2028 and May 1, 2029, subject to the participant’s continued service through each applicable vesting date.

 

On June 5, 2026, in connection with the resignation of a former director, the Company accelerated the vesting of options to purchase 200,000 shares of common stock. These options were fully vested and exercisable as of June 30, 2026.

 

The weighted-average assumptions used to estimate the grant-date fair value of the stock options granted during the six months ended June 30, 2026 were as follows:

 

       
Assumption   April 29,
2026
grants
 
Market price of common stock   $ 3.36  
Exercise price   $ 3.36  
Expected term     6.0 years  
Expected volatility     120.0 %
Risk-free interest rate     3.75 %
Expected dividend yield     0.0 %
Weighted-average grant-date fair value   $ 2.94  

 

A summary of stock-option activity for the six months ended June 30, 2026 is as follows:

 

                               
    Number of
options
    Weighted-average
exercise price
    Weighted-average
remaining
contractual term
    Aggregate
intrinsic value
 
Outstanding at Dec. 31, 2025     -       -       -       -  
Granted     1,600,000     $ 3.36       -       -  
Exercised     -       -       -       -  
Forfeited or expired     -       -       -       -  
Outstanding at June 30, 2026     1,600,000     $ 3.36       8.62 years       -  
Exercisable at June 30, 2026     200,000     $ 3.36       0.18 years       -  

 

The aggregate intrinsic value of the options was zero as of June 30, 2026 because the market price of the Company’s common stock was below the exercise price.

 

As of June 30, 2026, unrecognized compensation cost related to unvested stock options was approximately $3.9 million, which is expected to be recognized over a weighted-average remaining service period of approximately 2.8 years.

 

Stock-Based Compensation Expense

 

Stock-based compensation expense was recognized as follows:

 

               
    Three months ended
June
 30,
2026
    Six months ended
June
 30,
2026
 
Restricted stock unit compensation   $ 261,162     $ 261,162  
Stock-option compensation     272,061       272,061  
Total stock-based compensation expense   $ 533,223     $ 533,223  

 

Stock-based compensation expense of $533,223 was included in operating expenses in the accompanying condensed consolidated statements of operations for both the three and six months ended June 30, 2026.

 

Total unrecognized compensation

 

       
Award type  

Unrecognized

cost

 
Stock options   $ 3,901,106  
RSUs     1,071,688  
Total   $ 4,972,794  

 

As of June 30, 2026, total unrecognized compensation cost related to unvested stock-based awards was approximately $5.0 million, consisting of approximately $3.9 million related to stock options and approximately $1.1 million related to RSUs.