18. STOCK OPTION PLAN AND RESTRICTED SHARE AWARDS

9 Months Ended

Sep. 30, 2025

Notes

18. STOCK OPTION PLAN AND RESTRICTED SHARE AWARDS

18.STOCK OPTION PLAN AND RESTRICTED SHARE AWARDS 

On March 27, 2020, the Company adopted an incentive stock option plan (the “Plan”). The Plan allows the Board of Directors of the Company to grant options to acquire shares of common stock of the Company to directors, officers, key employees and consultants. The option price, term and vesting periods are determined at the discretion of the Board of Directors, subject to certain restrictions as required by the policies of Section 422 of the Internal Revenue Code. The Plan is a fixed number plan with a maximum of 1,666,667 shares of common stock reserved for issuance under the Plan.

On September 7, 2024, the Company’s board of directors approved, subject to stockholder approval, an amendment to the 2020 Stock Plan to increase the number of shares of common stock of the Corporation available for grant under the plan from 1,666,666 (as adjusted for the 1 for 3 reverse split) to 4,000,000, which the board of directors re-approved on September 2, 2025.

The table below sets forth share options outstanding as of September 30, 2025.

Grant	Options	Exercise
Date	Outstanding	Price	Expiration	Vesting
				Equally over 3 years
September 1,			August	commencing on first
2022	191,669	$ 2.70	31, 2027	anniversary of grant date
				Equally over 3 years
October 5,			October 14,	commencing on first
2023	406,425	4.80	2028	anniversary of grant date
				31,112 vest immediately,
				remaining vest equally over 3
November 1,			October 31,	years commencing on first
2023	83,334	4.80	2028	anniversary of grant date
				Equally over 3 years
November 22,			November	commencing on first
2024	66,667	1.47	23, 2027	anniversary of grant date

During the nine months ended September 30, 2025 and 2024, the Company recorded share-based compensation expense of $546,417 and $534,572, respectively. During the three months ended September 30, 2025 and 2024, the Company recorded share-based compensation expense of $237,063 and $74,604, respectively.

As of September 30, 2025, the Company had $313,061 of unrecognized share-based compensation costs related to non-vested awards that will be recognized over a weighted average period of 3 years. As of September 30, 2025, 573,225 options have vested, and are exercisable. The options issued during 2022 vest equally over 3 years commencing on the first anniversary of the grant date. Of the options issued during 2023, 31,112 vested immediately on grant date, with the remaining options vesting equally over 3 years commencing on the first anniversary of the grant date.

The following sets forth the outstanding common share options and related activity for the period ended September 30, 2025:

		Weighted Average
	Number of	Exercise Price
	Options	Per Share
Outstanding as of December 31, 2024	932,453	$ 3.80
Granted	-	-
Exercised	-	-
Forfeited	(184,358)	$3.53
Outstanding as of September 30, 2025	748,095	$ 3.62

During the nine months ended September 30, 2025, the Company awarded 616,668 shares to certain employees and consultants for services. The shares vest over a one year period, and had an aggregate fair value of $627,169 based on the closing price of the Company’s common stock at the grant date. During the three and nine months ended September 30, 2025 the Company recognized share-based compensation expense of $158,183 and $308,172, respectively, and expects to recognize an additional $318,997 of expense assuming all shares vest through June 2026.