NOTE
8 - SHARE BASED COMPENSATION:
Equity
classified awards.
The
value of benefit is measured on the grant date by reference to the fair value of the granted equity instruments, as described below.
The fair value is calculated using the Black and Scholes formula, with the following assumptions:
SCHEDULE
OF FAIR VALUE ASSUMPTIONS
| | |
June 30, 2025 |
| Dividend yield | |
| 0 | % |
| Expected volatility | |
| 55%-89 | % |
| Risk-free interest rate | |
| 3.3%-5.8 | % |
| Expected term (years) | |
| 2-7 years | |
| Exercise price (USD) | |
| 39.60-389.60 | |
The
following is summary information of equity classified options in 2026:
SCHEDULE
OF STOCK OPTIONS ACTIVITY
| | |
Six
months ended June 30, 2026 | |
| | |
| | |
Weighted
average exercise price | | |
Weighted
average remaining contractual life | | |
Aggregate
Intrinsic | |
| | |
Number | | |
USD | | |
years | | |
Value | |
| Outstanding as of December 31, 2025 | |
| 27,538 | | |
| 145.40 | | |
| 5.86 | | |
| - | |
| Forfeited | |
| (6,343 | ) | |
| 60.02 | | |
| 7.17 | | |
| - | |
| Outstanding as of June 30, 2026 | |
| 21,195 | | |
| 176.13 | | |
| 4.83 | | |
| - | |
| Exercisable as of June 30, 2026 | |
| 20,905 | | |
| 176.37 | | |
| 4.81 | | |
| - | |
The
following is information regarding exercise prices and remaining contractual lives of outstanding options as of June 30, 2026:
SCHEDULE OF EXERCISE PRICES AND REMAINING CONTRACTUAL LIVES OF OUTSTANDING OPTIONS
| June
30, 2026 |
| outstanding | |
Exercisable | |
| Number
of options outstanding | |
Exercise
price range (USD) | | |
Weighted
average remaining contractual life | | |
Number
of options Exercisable | | |
Exercise
price range (USD) | | |
Weighted
average remaining contractual life | |
| 54 | |
| 106.77 | | |
| 6.68 | | |
| 54 | | |
| 106.77 | | |
| 6.68 | |
| 481 | |
| 116.85 | | |
| 6.48 | | |
| 418 | | |
| 116.85 | | |
| 6.48 | |
| 1,006 | |
| 144.87 | | |
| 6.02 | | |
| 943 | | |
| 144.87 | | |
| 6.02 | |
| 2,282 | |
| 151.43 | | |
| 1.52 | | |
| 2,282 | | |
| 151.43 | | |
| 1.52 | |
| 11,239 | |
| 156.34 | | |
| 4.33 | | |
| 11,239 | | |
| 156.34 | | |
| 4.33 | |
| 1,312 | |
| 179.74 | | |
| 6.34 | | |
| 1,148 | | |
| 179.74 | | |
| 6.34 | |
| 1,505 | |
| 192.03 | | |
| 6.80 | | |
| 1,505 | | |
| 192.03 | | |
| 6.80 | |
| 1,505 | |
| 220.45 | | |
| 6.80 | | |
| 1,505 | | |
| 220.45 | | |
| 6.80 | |
| 1,505 | |
| 286.51 | | |
| 6.80 | | |
| 1,505 | | |
| 286.51 | | |
| 6.80 | |
| 306 | |
| 441.05 | | |
| 5.34 | | |
| 306 | | |
| 441.05 | | |
| 5.34 | |
| 21,195 | |
| 176.13 | | |
| 4.83 | | |
| 20,905 | | |
| 176.37 | | |
| 4.81 | |
As
of June 30, 2026, there is an unrecognized share-based compensation expense of $3 thousand to be recognized over the average remaining
vesting period of 0.31 years.
ZOOZ
STRATEGY LTD
NOTES
TO THE FINANCIAL STATEMENTS (continued)
(Unaudited)
Restricted
Stock Units
In
September 2025, the Company granted 336,341 restricted stock units of the Company, to an officer who is a related party, with whom the
Company has no employment relationship. The RSUs will vest over 4 years from the date of the grant - 25% each year.
In
September 2025, the Company granted 672,682 restricted stock units of the Company to an officer who is a related party, with whom the
Company has no employment relationship. The RSUs will vest over 4 years from the date of the grant - 25% each year.
In
October 2025, the Company granted 2,000 restricted stock units of the Company to two directors, with whom the Company has no employment
relationships. The restricted stock units will vest over 6 months from the date of the grant – 20% at the grant date and the remaining
80% will vest over the remaining 5 months, 16% each month.
In
November 2025, the Company granted 48,077 restricted stock units of the Company to an officer who is a related party, with whom the Company
has no employment relationship. The restricted stock units will vest over 1 year from the date of the grant.
In
November 2025, the Company granted 169,231 restricted stock units of the Company, to four directors, with whom the Company has no employment
relationships. The restricted stock units will vest over 1 year from the date of the grant.
In
April 2026, the Company granted 40,000 restricted stock units of the Company, to an officer who is a related party. The restricted stock
units will vest over 4 year from the date of the grant – 25% after one year from the date of the grant and the remaining 75% will
vest over the remaining 3 years, 2.1% each month.
The
cost of RSUs granted is determined by using the fair market value of the Company’s common stock on the date of grant.
The
following table summarizes the RSUs activity under the 2015 Plan as of June 30, 2026:
SCHEDULE
OF RESTRICTED STOCK UNIT ACTIVITY
| | |
units | | |
Weighted
average grant date fair value | |
| Outstanding at beginning of year | |
| 1,228,328 | | |
| 37.00 | |
| Granted | |
| 40,000 | | |
| 6.34 | |
| Vested (*) | |
| (2,000 | ) | |
| 39.80 | |
| Forfeited | |
| - | | |
| - | |
| Outstanding at end of period | |
| 1,266,328 | | |
| 36.03 | |
As
of June 30, 2026, there was unrecognized compensation cost related to unvested equity classified RSUs of $25,175 thousand which is expected
to be recognized as an expense on a straight-line basis over a weighted-average remaining vesting period of 3.16 years.
| (*) | 640 vested RSUs
as of June 30, 2026, were issued in August 2026. |
The
table below presents the expense recognized in the financial statements of the Company with respect to share-based payment:
ZOOZ
STRATEGY LTD
NOTES
TO THE FINANCIAL STATEMENTS (continued)
(Unaudited)
SCHEDULE
OF EXPENSE RECOGNIZED IN CONSOLIDATED FINANCIAL STATEMENTS
| | |
Six
months ended June 30 | |
| | |
2026 | | |
2025 | |
| | |
U.S.
dollars
in thousands | |
| Equity classified awards: | |
| | | |
| | |
| Cost of revenue | |
| - | | |
| - | |
| Research and development expenses | |
| 1 | | |
| 6 | |
| Sales and marketing expenses | |
| - | | |
| 10 | |
| General and Administrative
expenses | |
| 13,773 | | |
| 43 | |
| | |
| 13,774 | | |
| 59 | |
|