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Stock-Based Compensation
 9 Months Ended
Feb. 28, 2026
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In August 2022, the Company established a Stock Option Plan, superseded by the 2023 Equity Incentive Plan (the “Incentive Plan”), under which the Company’s Board of Directors may, from time-to-time, in its discretion, grant stock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 nine months-ended February 28, 2026, the Company granted 135,000 and 413,000 stock options (February 28, 2025 - 1,340,000 and 1,520,000), respectively. 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:

 

   February 10,
2026		   June 24,
2025		   February 3,
2025		   October 4,
2024		 
Stock price $USD 2.57  $USD 2.01  $USD 0.27  $USD 0.61 
Risk-free interest rate  4.2%  4.2%  3.8%  4.5%
Term (years)  5   5   5   5 
Volatility  76%  76%  76%  76%
Forfeiture rate  0%  0%  0%  0%
Dividend yield  0%  0%  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  413,000  $2.19   9.6   - 
Stock options exercised  (36,721)  -   4.5  $85 
Stock options forfeited  (45,000) $2.01   9.6  $- 
Outstanding stock options February 28, 2026  2,536,509  $0.82   8.2  $4,028 
Exercisable as of February 28, 2026  1,121,842  $0.58   6.9  $2,084 

 

During the three and nine months-ended February 28, 2026, the Company recorded stock-based compensation expenses of $175 and $548 (February 28, 2025 - $71 and $189) relating to stock options, respectively. In addition, during the three and nine months-ended February 28, 2026, the Company recorded $148 and $1,597 of stock-based compensation relating to shares issued for services (February 28, 2025 - $0 and $74), respectively.

 

On August 27, 2025, the Company issued 1,160,001 Performance Share Units (“PSUs”) that vested 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. 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 $USD          1.83 
Risk-free interest rate  3.3%
Term (years)  3.3 
Volatility  76%
Dividend yield  0%

 

On February 10, 2026, the Company issued 1,625,000 Performance Share Units (“PSUs”) that vest in two separate and equal tranches; i) upon achievement of the Company achieving a market capitalization of $250 million USD; and ii) upon outperforming the Russell Microcap index over a two-year period. The Company recorded $3,789 of compensation expenses related to these PSUs based on a Monte Carlo simulation model.

 

   February 10,
2026		 
Stock price $USD            1.85 
Risk-free interest rate  3.3%
Term (years)  3.8 
Volatility  76%
Dividend yield  0%