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Stockholders’ Equity
3 Months Ended
Mar. 31, 2025
Stockholders’ Equity [Abstract]  
STOCKHOLDERS’ EQUITY

10. STOCKHOLDERS’ EQUITY

Equity Incentive Plan

The Company has established an equity incentive compensation plan (the “2021 Plan”). The Board authorized the adoption of the 2021 Plan and the Compensation Committee of the Board administers the 2021 Plan. The 2021 Plan authorizes stock options, stock appreciation rights, restricted stock, stock bonuses, stock units, and other forms of awards granted or denominated in the Company’s common stock. The 2021 Plan retains flexibility to offer competitive incentives and to tailor benefits to specific needs and circumstances. Any award may be structured to be paid or settled in cash. The Company has and currently intends to continue to grant restricted stock awards to participants in the 2021 Plan, but it may also grant any other type of award available under the 2021 Plan in the future. Persons eligible to receive awards under the 2021 Plan include the Company’s officers and employees of the Manager and its affiliates or officers and employees of the Company’s subsidiaries, if any, the members of the Board, and certain consultants and other service providers.

As of March 31, 2025 and December 31, 2024, the maximum number of shares of the Company’s common stock that may be delivered pursuant to awards under the 2021 Plan (the “Share Limit”) equals 8.50% of the issued and outstanding shares of the Company’s common stock on a fully-diluted basis following the completion of the IPO. Shares that are subject to or underlie awards that expire or for any reason are cancelled or terminated, are forfeited, fail to vest, or for any other reason are not paid or delivered under the 2021 Plan will not be counted against the Share Limit and will again be available for subsequent awards under the 2021 Plan.

There were 4,811 and 0 shares forfeited during the three months ended March 31, 2025 and 2024, respectively. As individual awards and options become fully vested, stock-based compensation expense is adjusted to recognize actual forfeitures.

Shares that are exchanged by a participant or withheld by the Company as full or partial payment in connection with any award granted under the 2021 Plan, as well as any shares exchanged by a participant or withheld by the Company to satisfy tax withholding obligations related to any award granted under the 2021 Plan, will not be counted against the Share Limit and will again be available for subsequent awards under the 2021 Plan. To the extent that an award is settled in cash or a form other than shares, the shares that would have been delivered had there been no such cash or other settlement will not be counted against the Share Limit and will again be available for subsequent awards under the 2021 Plan.

Based on the closing market price of our common stock on March 31, 2025 and December 31, 2024, the aggregate intrinsic value of our restricted stock awards was as follows:

 

 

As of March 31, 2025

 

 

As of December 31, 2024

 

 

Outstanding

 

 

Vested

 

 

Outstanding

 

 

Vested

 

Aggregate intrinsic value

 

$

5,975,432

 

 

$

3,033,845

 

 

$

6,342,292

 

 

$

3,182,441

 

 

The following table summarizes the restricted stock activity for the Company’s directors and officers and employees of the Manager during the three months ended March 31, 2025 and 2024.

 

 

Unvested Restricted Stock

 

 

Weighted Average Grant Date
Fair Value
per Share

 

Balance at December 31, 2024

 

 

411,303

 

 

$

15.14

 

Forfeited

 

 

(4,811

)

 

 

15.59

 

Balance at March 31, 2025

 

 

406,492

 

 

$

15.13

 

 

 

Unvested Restricted Stock

 

 

Weighted Average Grant Date
Fair Value
per Share

 

Balance at December 31, 2023

 

 

366,647

 

 

$

14.86

 

Vested

 

 

(6,647

)

 

$

16.00

 

Balance at March 31, 2024

 

 

360,000

 

 

$

14.84

 

Restricted stock compensation expense is based on the Company’s stock price at the date of the grant and is amortized over the vesting period. Forfeitures are recognized as they occur. The share-based compensation expense for the Company was $649,312 and $531,293 for the three months ended March 31, 2025 and 2024, respectively. The unamortized share-based compensation expense for the Company was approximately $3.7 million and $4.0 million as of March 31, 2025 and 2024, respectively, which the Company expects to recognize over the remaining weighted-average term of 1.6 years.

At-the-Market Offering Program (“ATM Program”)

On June 20, 2023, the Company entered into an At-the-Market Sales Agreement (the “Sales Agreement”) with BTIG, LLC, Compass Point Research & Trading, LLC and Oppenheimer & Co. Inc. (each a “Sales Agent” and together the “Sales Agents”) under which the Company may, from time to time, offer and sell shares of common stock, having an aggregate offering price of up to $75.0 million. Under the terms of the Sales Agreement, the Company has agreed to pay the Sales Agents a commission of up to a maximum of 3.0% of the gross proceeds from each sale of common stock sold through the Sales Agents.

On March 18, 2025, the Company amended its ATM Program and entered into new At-the-Market Sales Agreements (the “2025 Sales Agreement”) with BTIG, LLC, Oppenheimer & Co. Inc., ATB Capital Markets USA, Inc. and A.G.P./Alliance Global Partners LLC (each a “Sales Agent” and together the “Sales Agents”). Under the terms of the 2025 Sales Agreement, the maximum offering size was increased from $75.0 million to $100.0 million and the commissions paid to the Sales Agents was reduced from a maximum of 3.0% to a maximum of 2.0% of the gross proceeds from each sale of common stock sold through the Sales Agents. Sales of common stock, if any, may be made in transactions that are deemed to be “at-the-market” offerings, as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the “Securities Act”).

During the three months ended March 31, 2024, the Company sold an aggregate of 896,443 shares of the Company’s common stock under the Sales Agreement at a weighted average price of $15.93 per share, generating net proceeds of approximately $13.9 million.

During the three months ended March 31, 2025, the Company sold an aggregate of 64,557 shares of the Company’s common stock under the Sales Agreement at a weighted average price of $16.01 per share, generating net proceeds of approximately $1.0 million.

As of March 31, 2025 and 2024, the shares of common stock sold pursuant to the registered direct offering in February 2023 and under the ATM Program are the only offerings that have been initiated under the Shelf Registration Statement.