Equity Compensation Awards

9 Months Ended

Mar. 31, 2024

Share-Based Payment Arrangement [Abstract]

Equity Compensation Awards

14. Equity Compensation Awards

The Company has established the 2021 Retention Plan (“the Retention Plan”) to issue shares in the effort to retain key executives, directors, and employees. The Retention Plan allows for several different types of awards to be granted, including but not limited to, restricted share units and restricted share awards, collectively referred to as “share awards”. Share awards generally have the same expense characteristics under US GAAP and generally vest over a four-year period at a rate of 25% per annum.

Under the Retention Plan, the Company is authorized to issue shares of common stock to employees and non-employees up to ten percent (10%) of the total number of shares of common stock outstanding as of December 31, 2022, on a fully diluted basis. The Company adjusts the authorized shares under the plan each December 31, while the Retention Plan remains in effect. During the nine months ended March 31, 2024 and 2023, the Company granted 1.8 million and 2.6 million share awards, respectively.

AMERICAN BATTERY TECHNOLOGY COMPANY

Notes to the Condensed Consolidated Financial Statements

For the period ended March 31, 2024

(unaudited)

14. Equity Compensation Awards (continued)

The table below reflects the share award activity for the period ended March 31, 2024:

	Units			Weighted- Average Grant Date Fair Value per Unit
Unvested share awards at June 30, 2023		1,736,376		$	8.35
Granted		2,634,678			4.03
Vested		(1,092,155	)		5.54
Other		–			–
Forfeitures		–		$	–
Unvested awards at March 31, 2024		3,278,899		$	5.71

As awards are granted, stock-based compensation equivalent to the fair market value on the date of grant is expensed over the requisite service period, using the graded vesting attribution method as acceptable under ASC 718, “Stock-Based Compensation.”

The Company recognized stock-based compensation expense of $12.3 million and $ 6.1 million for the nine months ended March 31, 2024 and 2023, respectively. Of these amounts, $5.0 million and $2.7 million, respectively, were related to officers and directors of the Company. For the nine months ended March 31, 2024 and 2023, total stock-based compensation expense included $1.3 million and nil related to warrants awarded to officers of the Company. As of March 31, 2024 and June 30, 2023, the equity compensation liability totaled $2.1 million and $0.8 million related to warrants awarded to officers of the Company. See Correction of Previously Issued Consolidated Financial Statements in Note 2. As of March 31, 2023 several grant performance targets for the fiscal year ended June 30, 2024 have been defined via employee and retention agreements. These performance targets have not yet been achieved by employees and officers thus, the Company has deferred any stock-based compensation recognition until such achievements are probable of achievement and approval by the board of directors has occurred.

As of March 31, 2024 and June 30, 2023, there were approximately $10.3 million and $8.7 million of unamortized expenses relating to outstanding share awards to be recognized over a remaining weighted-average period of 3.0 years and 3.2 years, respectively.

The table below presents the stock-based compensation expense per respective line item on the consolidated statements of operations for the nine months ended March 31:

	2024		2023
General and administrative	$	6,143,765	$	3,588,076
Research and development		5,197,699		1,985,491
Exploration		952,592		505,322
	$	12,294,056	$	6,078,889

Executive officers and selected other key employees are eligible to receive common share performance-based awards, as determined by the board of directors. The payouts, in the form of share awards, vary based on the degree to which corporate operating objectives are met. These performance-based awards typically include a service-based requirement, which is generally four-years.

AMERICAN BATTERY TECHNOLOGY COMPANY

Notes to the Condensed Consolidated Financial Statements

For the period ended March 31, 2024

(unaudited)