Note 9 - Stock-Based Compensation

9 Months Ended

Sep. 30, 2025

Notes to Financial Statements

Share-Based Payment Arrangement [Text Block]

9. Stock-Based Compensation

Stock Plans

On June 18, 2024, the Company's stockholders approved the Company's Amended and Restated Omnibus Equity Incentive Plan (as currently amended, the "OEIP") which amended and restated (and renamed) the Company's 2015 Omnibus Equity Incentive Plan (as previously amended, the "2015 Plan") and increased the number of shares reserved thereunder by 3.0 million shares, and on June 3, 2025, the Company's stockholders approved an increase to the number of shares reserved thereunder by an additional 3.0 million shares. As of September 30, 2025, there were approximately 3.2 million shares available for future grants under the Company’s OEIP. References to the OEIP herein include the 2015 Plan prior to its amendment and restatement. The maximum number of shares available for issuance over the term of the OEIP may not exceed 7.2 million shares.

During the nine months ended September 30, 2025, the Company granted 2.7 million shares of restricted stock and 25,000 stock options under the OEIP.

The OEIP provides for the issuance of full value awards (restricted stock, performance stock, dividend equivalent right or restricted stock units) and partial value awards (stock options or stock appreciation rights) to employees, non-employee members of the Company's Board of Directors and consultants. Any full value award settled in shares will be debited as 1.2 shares, and partial value awards settled in shares will be debited as 1.0 shares against the share reserve. The exercise price per share for stock option grants is not to be less than the fair market value per share of the Company’s Common Stock on the date of grant. The Compensation Committee of the Board of Directors administers the OEIP and determines the vesting schedule at the time of grant. Stock options may be exercisable immediately or in installments but generally vest over a one-year or four-year period from the date of grant. In the event the holder ceases to be employed by the Company, all unvested stock awards terminate, and all vested stock options may be exercised within a period of 90 days following termination of employment. In general, stock options expire ten years from the date of grant. Restricted stock is valued using the closing stock price on the grant date. The total value is expensed over the vesting period, which is typically up to 48 months.

Employee Stock Purchase Plan

The Company has a stockholder approved employee stock purchase plan (as amended, the “ESPP”), under which substantially all employees may purchase the Company’s Common Stock through payroll deductions at a price equal to 85% of the lower of the fair market value of the stock as of the beginning and end of six-month offering periods. Payroll deductions under the ESPP are limited to 10% of the employee’s compensation and in any calendar year employees may not purchase more than the lesser of $25,000 of stock or 250 shares, as set by the Compensation Committee of the Board of Directors in accordance with the terms of the ESPP.  On June 3, 2025, the Company's stockholders approved an amendment to the ESPP to increase the aggregate number of shares of Common Stock authorized for issuance under the ESPP by 250,000 shares, therefore no more than 281,250 shares in the aggregate may be purchased under the ESPP.

Stock Compensation Expense

The Company accounts for all stock-based payment awards made to employees and directors based on their fair values and recognizes compensation expense over the vesting period using the straight-line method over the requisite service period for each award as required by FASB ASC Topic No. 718, Compensation-Stock Compensation.

Non-cash stock-based compensation expenses related to stock options, restricted stock grants and the ESPP are recorded in the consolidated financial statements as follows (unaudited, in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2025		2024		2025		2024
Sales and marketing	$	210	$	315	$	708	$	968
Research and development		154		318		573		827
General and administrative		280		616		1,547		1,725
Total non-cash stock compensation expense	$	644	$	1,249	$	2,828	$	3,520

As of September 30, 2025, there was approximately $2.4 million in unrecognized compensation costs related to unvested stock options and restricted stock awards granted under the OEIP.

Stock Options

For the nine months ended September 30, 2025, there were 25,000 stock option awards granted. A summary of the Company’s stock options outstanding under the OEIP as of September 30, 2025 and related activity during 2025 is as follows (unaudited, in thousands except weighted average exercise price and weighted average remaining contractual life):

					Wtd. Avg.
					Remaining		Aggregate
			Weighted Avg.		Contractual		Intrinsic
	Shares		Exercise Price		Life (Yrs)		Value
Outstanding as of December 31, 2024		5	$	27.57		4.1	$	—
Granted		25		1.26		—	$	—
Outstanding as of September 30, 2025		30	$	5.99		8.3	$	—
Vested and expected to vest at September 30, 2025		30	$	5.99		8.3	$	—
Exercisable as of September 30, 2025		5	$	27.57		3.4	$	—

Restricted Stock Awards

A summary of the Company’s restricted stock awards outstanding under the OEIP for the nine months ended September 30, 2025 and the activity during the period therein are as follows (unaudited, in thousands, except weighted average grant date fair value):

				Weighted
				Average
				Grant Date
	Shares			Fair Value
Unvested at December 31, 2024		419		$	7.85
Granted		2,672			1.05
Vested		(1,390	)		2.33
Canceled and forfeited		(48	)		1.66
Unvested at September 30, 2025		1,653		$	1.69