WAHA and SPRE sponsored a stock-based compensation plan known as the 2022 Plan (the “Plan”). The number of shares of common stock authorized for issuance under the Plan, prior to the corporate roll-up into the Company, was 74,000. Pursuant to the contribution and exchange agreement with the Company, the total number of shares of common stock authorized for issuance are 1,461,307 shares.

The Plan allows the Company to grant incentive stock options and non-qualified stock options. The persons eligible to receive awards are the employees, consultants and directors of the Company and its affiliates. Other than incentive stock options that are granted to a shareholder who owns more than 10% of the total combined voting power of all classes of the stock of the Company or of its parent or affiliates (a “Ten Percent Shareholder”), stock options are exercisable for up to ten years from the grant date, at an option price per share not less than the fair market value on the date the option is granted. A Ten Percent Shareholder shall not be granted an incentive stock option unless the option exercise price is at least 110% of the fair market value of the common stock at the grant date and the option is not exercisable after the expiration of five years from the grant date. Incentive stock options may be granted to employees of the Company or any subsidiary corporation. Awards other than incentive stock options may be granted to employees, consultants and directors. The option vesting schedule for options granted is determined at the time of the grant. The Plan provides for accelerated vesting of unvested options in the event of a change in control.

Pursuant to the contribution and exchange agreement, the number of options outstanding as of the date of the agreement were converted in accordance with the Company’s conversion ratio. The following is a summary of stock option activity during the six months ended June 30, 2026 and for the year ended December 31, 2025, effective for the conversion:


	Number of Options	Weighted Average Exercise price ($)	Weighted Average Grant- Date Fair Value ($)	Weighted Average Remaining Contractual Life (in Years)	Aggregate Intrinsic Value
Options outstanding as of January 1, 2025	588,171	1.92	2.04	8.8	$	1,976,425
Granted	693,692	1.79	5.12
Exercised	(54,425)	(1.93)	(4.81)
Canceled	(45,404)	(0.69)	(5.08)
Options outstanding as of December 31, 2025	1,182,034	1.93	3.75	8.7	$	11,611,870
Options outstanding as of June 30, 2026	1,182,034	1.93	3.75	8.2	$	27,103,204
Options exercisable as of June 30, 2026	1,129,595	1.64	2.59	6.1

For the three and six months ended June 30, 2026, there were no options granted. For the three and six months ended June 30, 2025, the total fair value of the options granted amounted to $58,156 and $3,267,771, respectively. The Black-Scholes model utilized the following inputs to value the options granted during the six months ended June 30, 2025:


	June 30, 2025
Option Valuation Assumptions:
Risk-free interest rate	3.9%	-	4.4%
Expected term (years)	0.04	-	5.0
Fair value of underlying common stock	$5.04	-	$5.76
Exercise price	$0.69	-	$9.00
Expected volatility	98.2%	-	123.0%
Expected dividend yield			—%

The Company recognized $119,939 and $233,208 in stock-based compensation during the three months ended June 30, 2026 and 2025, respectively, in connection with issued stock options. The Company recognized $241,809 and $250,552 in stock-based compensation during the six months ended June 30, 2026 and 2025, respectively, in connection

with issued stock options. As of June 30, 2026, non-vested outstanding options totaled 52,439 and the Company expects to recognize $293,701 of stock-based compensation for the non-vested options over the remaining weighted-average contractual period of 0.9 years. Stock-based compensation is recorded in general and administrative expenses in the Company’s condensed consolidated statements of operations.