STOCK-BASED COMPENSATION

9 Months Ended

12 Months Ended

Sep. 30, 2025

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

NOTE 12– STOCK-BASED COMPENSATION

Options

Pursuant to the Merger, the Company’s Common Stock and corresponding outstanding options survived. The below information details the Company’s associated option activity.

As of September 30, 2025, the Company had options to purchase Common Stock that were outstanding under three stock option plans – the 2017 Equity Incentive Plan (the “2017 Plan”), the 2015 Equity Incentive Plan (the “2015 Plan”) and the 2005 Stock Plan (the “2005 Plan”). No further awards may be granted under the 2005 Plan, although options previously granted remain outstanding in accordance with their terms. Under the 2017 Plan, up to 2,000,000 shares of the Company’s Common Stock may be issued to directors, officers, employees or consultants pursuant to awards granted in the form of nonqualified stock options, restricted and unrestricted stock awards, and other stock-based awards. Under the 2015 and 2005 Plans, taken together, up to 27,250,000 shares of the Company’s Common Stock may be issued pursuant to awards granted in the form of incentive stock options, nonqualified stock options, restricted and unrestricted stock awards, and other stock-based awards

Compensation based stock option activity for qualified and unqualified stock options are summarized as follows:

				Weighted
				Average
For the nine months ended September 30, 2025	Shares			Exercise Price
Outstanding at January 1, 2025		24,177,761		$	0.21
Expired or cancelled		(375,000	)		-
Outstanding at September 30, 2025		23,802,761			0.15
Options exercisable at September 30, 2025		13,610,261			0.18

			Weighted
			Average
For the nine months ended September 30, 2024	Shares		Exercise Price
Outstanding at January 1, 2024		24,177,761	$	0.21
Expired or cancelled		-		-
Outstanding at September 30, 2024		24,177,761		0.21
Options exercisable at September 30, 2024		13,985,261		0.10

The following table summarizes information about options to purchase shares of the Company’s Common Stock outstanding and exercisable at September 30, 2025:

Exercise prices		Outstanding Options		Weighted- Average Remaining Life In Years		Weighted- Average Exercise Price		Number Exercisable
$	0.1 to $0.15		16,250,000		6.46	$	0.12		6,057,500
	0.16 to $0.21		5,502,761		5.77		0.16		5,502,761
	0.22 to $0.37		1,550,000		2.21		0.28		1,550,000
	0.38 to $0.72		500,000		0.47		0.73		500,000
			23,802,761		5.90	$	0.15		13,610,261

The compensation expense attributed to the issuance of the options is recognized as they are vested. The employee stock option plan stock options are generally exercisable for ten years from the grant date and vest over various terms from the grant date to three years.

As of September 30, 2025, there was no unamortized stock compensation cost related to the stock options granted during the year as the stock options granted during the year ended December 31, 2023 are considered vested. Of the approximately 10 million unvested stock options, the vesting criteria for 7.3 million options is still being evaluated as on the date of this Report, as those options are subject to individual milestone achievements. For more information on the stock options, refer to our 2024 Annual Report on Form 10-K filed with the SEC on April 15, 2025.

The Company amortized $0 stock compensation expense during the nine months ended September 30, 2025 and 2024 on previously issued grants.

Warrants

The Company has issued warrants in connection with the various financings conducted by the Company. For more information on the prior warrant issuances, refer our 2024 Annual Report on Form 10-K filed with the SEC on April 15, 2025.

The issuance of warrants to purchase shares of the Company’s Common Stock, including those attributed to debt issuances, as of September 30, 2025 and 2024 are summarized as follows:

			Average
For the nine months ended September 30, 2025	Shares		Exercise Price
Outstanding at January 1, 2025		31,890,289	$	0.13
Issued during the nine months ended September 30, 2025		5,350,000		0.15
Outstanding at September 30, 2025		37,240,289	$	0.13

				Average
For the nine months ended September 30, 2024	Shares			Exercise Price
Outstanding at January 1, 2024		61,500,355		$	0.15
Issued during the nine months ended September 30, 2024		3,390,000			0.12
Exercised / cancelled during the nine months ended September 30, 2024		(33,000,066	)		0.15
Outstanding at September 30, 2024		31,890,289		$	0.13

The following table summarizes information about warrants outstanding and exercisable at September 30, 2025:

		Outstanding and exercisable
				Weighted-		Weighted-
				Average		Average
		Number		Remaining Life		Exercise		Number
Exercise Price		Outstanding		in Years		Price		Exercisable
$	0.13		961,539		1.25		0.13		961,539
	0.20		4,373,750		1.51-1.73		0.20		4,373,750
	0.12		26,555,000		0.25		0.12		26,555,000
	0.15		5,350,000		4.84		0.15
			37,240,289		1.10	$	0.13		37,240,289

NOTE 12 – STOCK-BASED COMPENSATION

Options

Pursuant to the Merger, the Company’s Common Stock and corresponding outstanding options survived. The below information details the Company’s associated option activity pre and post-merger.

As of December 31, 2024, the Company had options to purchase Common Stock that were outstanding under three stock option plans – the 2017 Equity Incentive Plan (the “2017 Plan”), the 2015 Equity Incentive Plan (the “2015 Plan”) and the 2005 Stock Plan (the “2005 Plan”). Under the 2017 Plan, up to 2,000,000 shares of the Company’s Common Stock may be issued pursuant to awards granted in the form of nonqualified stock options, restricted and unrestricted stock awards, and other stock-based awards. Under the 2015 and 2005 Plans, taken together, up to 27,250,000 shares of the Company’s Common Stock may be issued pursuant to awards granted in the form of incentive stock options, nonqualified stock options, restricted and unrestricted stock awards, and other stock-based awards.

Employees, consultants, and directors are eligible for awards granted under the 2017 and 2015 Plans. Since the adoption of the 2015 Plan, no further awards may be granted under the 2005 Plan, although options previously granted remain outstanding in accordance with their terms.

Compensation based stock option activity for qualified and unqualified stock options are summarized as follows:

			Weighted
			Average
For the year ended December 31, 2024	Shares		Exercise Price
Outstanding at January 1, 2024		24,177,761	$	0.21
Expired or cancelled		-		-
Outstanding at December 31, 2024		24,177,761		0.21
Options exercisable at December 31, 2024		13,985,261

				Weighted
				Average
For the year ended December 31, 2023	Shares			Exercise Price
Outstanding at January 1, 2023		25,690,261		$	0.23
Expired or cancelled		(1,512,500	)		0.46
Outstanding at December 31, 2023		24,177,761			0.21
Options exercisable at December 31, 2023		13,985,261

The following table summarizes information about options to purchase shares of the Company’s Common Stock outstanding and exercisable at December 31, 2024:

Exercise prices		Outstanding Options		Weighted- Average Remaining Life In Years		Weighted- Average Exercise Price		Number Exercisable
$	0.1 to $0.15		16,250,000		7.2	$	0.12		6,057,500
	0.16 to $0.21		5,502,761		6.5		0.16		5,502,761
	0.22 to $0.37		1,550,000		3.0		0.28		1,550,000
	0.38 to $0.72		500,000		1.2		0.73		500,000
	0.73 to $15.0		375,000		0.4		4.14		375,000
			24,177,761		6.5	$	0.21		13,985,261

The compensation expense attributed to the issuance of the options is recognized as they are vested. The employee stock option plan stock options are generally exercisable for ten years from the grant date and vest over various terms from the grant date to three years.

As of December 31, 2024, there was no unamortized stock compensation cost related to the stock options granted during the year ended December 31, 2022. Of the approximately 10 million unvested stock options, the vesting criteria for 7.3 million options is still being evaluated as on the date of this Report, as those options are subject to individual milestone achievements. For more information on the stock options, refer to our 2023 Annual Report on Form 10-K filed with the SEC on April 12, 2024.

The Company amortized $0 stock compensation expense during the years ended December 31, 2024 and 2023, respectively on the 2021 and 2022 grants.

Warrants

The Company has issued warrants in connection with the various financings conducted by the Company. For more information on the warrant issuances, refer to our 2023 Annual Report on Form 10-K filed with the SEC on April 12, 2024.

The issuance of warrants to purchase shares of the Company’s Common Stock, including those attributed to debt issuances, for the years ended December 31, 2024 and 2023, respectively are summarized as follows:

For the year ended December 31, 2024	Shares			Average Exercise Price
Outstanding at January 1, 2024		61,500,355		$	0.15
Issued during the year ended December 31, 2024		3,390,000			0.12
Exercised / cancelled during the year ended December 31, 2024		(33,000,066	)		0.15
Outstanding at December 31, 2024		31,890,289		$	0.13

For the year ended December 31, 2023	Shares			Average Exercise Price
Outstanding at January 1, 2023		81,072,855		$	0.18
Issued during the year ended December 31, 2023		23,165,000			0.12
Exercised / cancelled during the year ended December 31, 2023		(42,737,500	)		0.20
Outstanding at December 31, 2023		61,500,355		$	0.15

The following table summarizes information about warrants outstanding and exercisable at December 31, 2024:

		Outstanding and exercisable
Exercise Price		Number Outstanding		Weighted- Average Remaining Life in Years		Weighted- Average Exercise Price		Number Exercisable
$	0.13		961,539		2.00		0.13		961,539
	0.20		4,373,750		2.26-2.47		0.20		4,373,750
	0.12		11,300,000		0.51		0.12		11,300,000
	0.12		11,865,000		0.81		0.12		11,865,000
	0.12		3,390,000		1.08		0.12		3,390,000
			31,890,289		0.99	$	0.13		31,890,289