NOTE 10 – STOCK OPTIONS AND WARRANTS

Stock Options

On November 26, 2024, our shareholders approved and adopted the Vivos Therapeutics, Inc. 2024 Omnibus Equity Incentive Plan (or the “2024 Omnibus Plan”). The 2024 Omnibus Plan automatically replaced and superseded the 2019 Plan. Under the 2024 Omnibus Plan, a total of 1,600,000 shares are available for future use. No awards are to be granted under the 2019 Plan or any other prior plan on or after the effective date of the 2024 Omnibus Plan and after the 2024 Omnibus Plan became effective any unused shares left in the 2019 Plan are to be retired. On November 4, 2025, the Company conducted its 2025 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved and adopted an amendment to the 2024 Omnibus Plan to increase the number of shares of our Common Stock authorized to be issued pursuant to the 2024 Omnibus Plan from 1,600,000 shares to 4,100,000 shares in the aggregate.

The purpose of the 2024 Omnibus Plan is to promote the success and enhance the value of the Company by linking the personal interest of the participants to those of our stockholders by providing the participants with an incentive for outstanding performance. Any non-employee director, officer, employee or consultant of the Company or its subsidiaries or affiliates will be eligible to participate in the 2024 Omnibus Plan. The 2024 Omnibus Plan provides for the grant of options to purchase shares of our Common Stock, including stock options intended to qualify as incentive stock options (“ISOs”) under Section 422 of the Code and nonqualified stock options that are not intended to so qualify (“NQSOs”), stock appreciation rights (“SARs”), restricted stock awards, and other equity-based or equity-related awards including restricted stock units and performance units (each, an “Award”). As of June 30, 2026, awards (in the form of options and restricted stock units (“RSU”) for an aggregate of 1,110,487 shares of Common Stock have been issued under our 2024 Omnibus Plan.

The following table summarizes all stock options as of June 30, 2026 (shares in thousands):

SCHEDULE OF STOCK OPTIONS

There were no stock options granted for the three and six months ended June 30, 2026 or 2025. For the three and six months ended June 30, 2026, the Company recognized approximately $0.1 million and $0.2 million of share-based compensation expense, respectively, compared with $0.3 million and $0.6 million for the three and six months ended June 30, 2025, respectively.

Unrecognized expense relating to these awards as of June 30, 2026 was approximately $2.6 million, which will be recognized over the weighted average remaining term of 7.1 years.

Restricted Stock Units

For the six months ended June 30, 2026, no restricted stock units were granted. RSU’s are priced on the date of grant and vest over 2 years at the end of the first and second years respectively. As of June 30, 2026, there are 90 thousand RSUs outstanding.

Warrants

The following table sets forth activity with respect to the Company’s warrants to purchase Common Stock for the six months ended June 30, 2026 (shares in thousands):

SCHEDULE OF WARRANT OUTSTANDING

For the six months ended June 30, 2026, the valuation assumptions for warrants issued were estimated on the measurement date using the BSM option-pricing model with the following weighted-average assumptions:

SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS USED IN THE FAIR VALUE