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Stock-Based Compensation
 6 Months Ended
Nov. 30, 2025
Stock-Based Compensation [Abstract]  
Stock-based Compensation

NOTE 8. Stock-based Compensation

 

In August 2022, the Company established a Stock Option Plan, superseded by the 2023 Equity Incentive Plan (the “Incentive Plan”), under which the Company’s Board of Directors may, from time-to-time, in its discretion, grant stock options to directors, officers, consultants and employees of the Company.

 

Stock options outstanding vest in equal tranches over a period of three years. During the three and six months ended November 30, 2025, the Company granted 278,000 stock options (November 30, 2024 – 180,000). The Company estimated the fair value of the stock options on the date of grant using the Black-Scholes option-pricing model with the following assumptions:

 

   November 30,
2025		   November 30,
2024		 
Stock price  $USD2.01   $USD0.27 
Risk-free interest rate   4.2%   3.8%
Term (years)   5    5 
Volatility   76%   76%
Forfeiture rate   0%   0%
Dividend yield   0%   0%

 

A summary of stock option activity for the Company is as follows:

 

   Number of Shares   Weighted Average Exercise
Price (USD)		   Weighted Average
Remaining Contractual Life
(years)		   Aggregate Intrinsic
Value		 
Outstanding stock options May 31, 2025   2,205,230   $0.58    8.4   $1,340 
Stock options issued   278,000   $2.01    9.5    
-
 
Stock options exercised   (36,721)   
-
    4.5   $85 
Stock options forfeited   (45,000)  $2.01    9.6   $
-
 
Outstanding stock options November 30, 2025   2,401,509   $0.72    8.4   $3,248 
Exercisable as of November 30, 2025   641,842   $0.54    5.3   $994 

 

During the three and six months-ended November 30, 2025, the Company recorded stock-based compensation expenses of $179 and $373 (November 30, 2024 - $13 and $118) relating to stock options, respectively. In addition, during the three and six months-ended November 30, 2025, the Company recorded $647 and $1,449 of stock-based compensation relating to shares issued for services (November 30, 2024 - $74 and $74), respectively.

 

On August 27, 2025, the Company issued 1,160,001 Performance Share Units (“PSUs”) that vest upon achievement of the Company achieving a market capitalization of $100 million USD. The Company recorded $3,651 of compensation expenses related to these PSUs based on a Monte Carlo simulation model, of which $2,237 is recorded in accrued liabilities and $1,414 as a component of shareholders’ equity. These PSUs vested on September 26, 2025.

 

The following assumptions were used to estimate the fair value of the PSUs:

 

   August 27,
2025		 
Stock price  $USD1.83 
Risk-free interest rate   3.3%
Term (years)   3.3 
Volatility   76%
Dividend yield   0%